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Simple Agreement For Future Equity
1. Parties: Identification of the Company and the Investor, including registration numbers and addresses
2. Background: Context of the agreement, including the company's business and the investor's intention to invest
3. Definitions: Key terms used throughout the agreement, including 'Equity Financing', 'Liquidity Event', 'Dissolution Event', and 'Conversion Price'
4. Investment Amount: Specification of the investment amount and payment terms
5. Events Triggering Conversion: Detailed description of events that trigger conversion of the investment into equity
6. Conversion Mechanics: Process and calculations for converting the investment into equity shares
7. Company Representations: Company's warranties regarding its legal status, authority, and capacity to enter into the agreement
8. Investor Representations: Investor's warranties regarding their status and capacity to invest
9. Information Rights: Investor's rights to receive company information and financial statements
10. Assignment and Transfer: Terms governing the transfer of rights under the agreement
11. Notices: Communication requirements and contact details for formal notices
12. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
13. Execution: Signature blocks and execution requirements
1. Most Favored Nation: Provision ensuring the investor receives the benefit of more favorable terms granted to future SAFE holders
2. Pro-rata Rights: Rights of the investor to participate in future financing rounds
3. Board Observer Rights: Optional rights for the investor to observe board meetings
4. Confidentiality: Specific confidentiality obligations beyond standard implied duties
5. Tag-Along Rights: Rights to participate in future share sales by other shareholders
6. Dispute Resolution: Alternative dispute resolution procedures such as mediation or arbitration
7. Compliance with Foreign Investment Laws: Required for investments from foreign entities subject to specific regulations
1. Capitalization Table: Current capitalization of the company pre-investment
2. Calculation Examples: Examples illustrating how conversion calculations work in different scenarios
3. Form of Conversion Notice: Template for formal notice of conversion
4. Company Information: Detailed company information including corporate documents and financial statements
5. Investment Terms Summary: Summary of key commercial terms including valuation cap and discount rate
6. KYC Documentation Requirements: List of required documentation for compliance with Danish Money Laundering Act
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