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Simple Agreement For Equity
"I need a Simple Agreement For Equity (SAFE) for my Irish technology startup to secure a €500,000 investment from a venture capital firm, with a €5 million valuation cap and most favored nation rights, to be completed by March 2025."
1. Parties: Identifies the company and the investor, including their full legal names and registered addresses
2. Background: Explains the purpose of the agreement - that the investor is providing funding in exchange for a right to future equity
3. Definitions: Defines key terms used throughout the agreement, including 'Discount Rate', 'Valuation Cap', 'Equity Financing', and 'Liquidity Event'
4. Investment Amount: Specifies the amount being invested and payment terms
5. Conversion Events: Details the circumstances that trigger conversion of the investment into equity, including equity financing, liquidity events, and dissolution
6. Conversion Mechanics: Explains how the conversion price is calculated and the process for issuing shares
7. Company Representations: Standard representations about the company's authority to enter into the agreement and its valid organization
8. Investor Representations: Confirms investor's understanding of the risks and their status as an accredited or sophisticated investor
9. General Provisions: Standard clauses including governing law, notices, amendments, and assignment restrictions
1. Most Favored Nation: Ensures the investor gets the benefit of more favorable terms offered to future SAFE holders - include when requested by sophisticated investors
2. Pro-rata Rights: Gives the investor the right to participate in future funding rounds - typically included for larger investments
3. Board Observer Rights: Grants the investor the right to attend board meetings - usually for strategic investors or larger investments
4. Information Rights: Provides the investor with rights to receive financial information - consider for institutional investors
5. Tax Provisions: Additional tax-related provisions specific to Irish law - include when dealing with international investors
1. Schedule 1 - Cap Table: Current capitalization table of the company showing all shareholders and their ownership percentages
2. Schedule 2 - Calculation Examples: Examples showing how the conversion calculations work in different scenarios
3. Schedule 3 - Form of Deed of Adherence: Standard form for the investor to formally join any shareholders' agreement upon conversion
4. Appendix A - Wire Transfer Instructions: Banking details and instructions for the investment payment
5. Appendix B - Investor Questionnaire: Questionnaire to confirm investor's sophisticated/accredited status under Irish law
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Technology
Software
Biotechnology
Financial Services
E-commerce
Healthcare
Clean Energy
Digital Media
Artificial Intelligence
Manufacturing
Consumer Products
Education Technology
Internet of Things
Professional Services
Fintech
Legal
Finance
Corporate Development
Executive Leadership
Investment
Compliance
Business Development
Corporate Secretary Office
Treasury
Risk Management
CEO
Founder
Managing Director
Chief Financial Officer
Investment Manager
Venture Capital Associate
Angel Investor
Corporate Lawyer
Investment Banker
Company Secretary
Chief Legal Officer
Finance Director
Business Development Manager
Startup Advisor
Investment Analyst
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