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Continuous Agreement For Future Equity Generator for the USA

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Key Requirements PROMPT example:

Continuous Agreement For Future Equity

"I need a Continuous Agreement for Future Equity for my AI software startup to secure a $500,000 investment from an angel investor, with a valuation cap of $5 million and including pro-rata rights for future rounds."

Document background
The Continuous Agreement for Future Equity (SAFE) was developed by Y Combinator in 2013 as a more founder-friendly alternative to convertible notes. Used primarily in U.S. jurisdictions, particularly by early-stage startups, this instrument allows companies to raise capital without establishing a valuation or issuing immediate equity. The agreement defines specific conversion events, investor rights, and company obligations, while complying with federal and state securities regulations. It's particularly useful for pre-revenue companies and seed-stage rounds where traditional equity pricing may be challenging.
Suggested Sections

1. Parties: Identification of the company and investor

2. Background: Context of the agreement and purpose of the SAFE instrument

3. Definitions: Key terms including capital stock, conversion price, liquidity event, etc.

4. Investment Amount: Specified investment amount and payment terms

5. Events: Equity financing, liquidity event, dissolution event provisions

6. Conversion Mechanics: Terms and conditions for converting SAFE to equity

7. Company Representations: Company's warranties and representations

8. Investor Representations: Investor's warranties and representations

Optional Sections

1. MFN Amendment Provision: Most Favored Nation terms, used when offering better terms to future investors

2. Pro-rata Rights: Right to participate in future financing rounds

3. Board Seat Rights: Provisions for board representation rights for larger investments or strategic investors

Suggested Schedules

1. Capitalization Table: Current cap table showing ownership structure

2. Form of Conversion Notice: Template for conversion notification

3. Disclosure Schedule: Additional disclosures and exceptions to representations

4. Investment Amount Certificate: Documentation of investment amount and payment details

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Industries

Securities Act of 1933: Federal law that regulates the offering and sale of securities, requiring registration with the SEC unless an exemption applies. Key for SAFE agreements as they are considered securities.

Securities Exchange Act of 1934: Federal law governing secondary market trading of securities and establishing the SEC. Relevant for disclosure requirements and anti-fraud provisions.

Regulation D: SEC rules providing exemptions from securities registration requirements, particularly Rule 506 which is commonly used for private placements of SAFE agreements.

State Blue Sky Laws: State-specific securities regulations that require registration of securities offerings and regulate securities transactions within each state's jurisdiction.

Delaware General Corporation Law: Primary corporate law statute for Delaware corporations, crucial for corporate governance aspects of SAFE agreements if the company is Delaware-incorporated.

Internal Revenue Code: Federal tax laws affecting the tax treatment of SAFE instruments and their conversion into equity.

SEC Guidelines: Regulatory guidance on disclosure requirements, investor qualification standards, and integration rules for securities offerings.

State Contract Laws: State-specific laws governing contract formation, enforcement, and interpretation applicable to SAFE agreements.

Investment Company Act of 1940: Federal law regulating investment companies and ensuring appropriate exemptions for companies issuing SAFE agreements.

Consumer Protection Laws: Federal and state regulations protecting investors from fraudulent practices and ensuring adequate disclosure in securities transactions.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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