Category Archives: Legal

“A verbal contract isn’t worth the paper it’s written on.” – Samuel Goldwyn

Early in the fundraising process, many entrepreneurs avail themselves of the traditional 3F’s (friends, family and fools) to raise that early capital.  While this is a legitimate and valid process, it does not mean that it shouldn’t be treated as a formal legal arrangement.

Sometimes, entrepreneurs are highly successful in raising capital from a number of close acquaintances.  This gets to be a problem when you start to raise equity based capital from angels or venture capitalists.  Rather than dealing with a single owner, there are in fact many individual owners who may all have different assumptions and expectations. While some investors will give you enough time to clean up your cap table, it can be enough for other investors to pass altogether.  The time to keep this all clean is the first time you take on capital from a friend or family member.  You need to treat the transaction like any other legal contract spelling out terms and rights.


“I busted a mirror and got seven years bad luck, but my lawyer thinks he can get me five.” – Steven Wright

Legal issues are tricky.  Every term, every clause has ramifications and usually is made up of latin words you won’t understand.

All attorneys are not created equal.  You wife’s brother who is a trial lawyer, may not be the best one to negotiate your license agreement.  Negotiating a term sheet with a VC is very much a specialty.

It’s expensive, it can be frustrating and it’s rarely fun but find yourself a good business attorney who knows the issues of small business.

You may just avoid seven years of bad luck.


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