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Using Stock Options as Currency – The “Cashless Exercise”

  One of the most common strategies employed by start-up companies to leverage their limited cash resources and still have the financial resources to compete in the marketplace is to offer key...

Blog Bite:What Terms Should Be Negotiated in a Term Sheet?

This article posted to our partner site Mondaq.com details the essential elements of a shareholders' agreement, which will ultimately be the final product of the term sheet. The author discusses t...

Blog Bite: What Is the Aim of a Vesting Provision?

This article posted to our partner site Mondaq.com illustrates the importance of ensuring that vesting provisions do not create a conflict of interest. Vesting provisions can be used by investors ...

Blog Bite: How can investors use drag-along provisions to address their exit expectations?

This article posted to our partner site Mondaq.com discusses the practice of including "drag-along" rights in term sheets. Drag-along rights can be used by investors to compel shareholders subject...

Blog Bite: Are term sheets binding?

This article posted to our partner site Mondaq.com discusses the legal risks associated with letters of intent or term sheets, namely, that they can be found to be a binding agreement between the ...

Blog Bite: When will a term sheet be considered binding?

This article posted to our partner site Mondaq.com discusses a case in which the Court of Queen's Bench of Alberta found that a cover letter and term sheet between the two parties constituted a bi...

As an Inventor, Should I Sign an Invention Assignment Agreement?

  An Invention Assignment Agreement, often known as an Intellectual Property (“IP”) Transfer Agreement, is an agreement where one party assigns its intellectual property rights to...

Raising Capital For Your Startup

  Every start-up founder should have a basic grasp of some of the ways they can secure financing for their company, so to that end let's take a crash course on some familiar and some not-so-fa...

Common Binding Terms in a Letter of Intent

Negotiating a contract can be a messy process. Parties often need to engage in several rounds of back-and-forth negotiation to find a mutually satisfactory deal, and many details are not settled until...

Pre-emptive Rights – Who Do They Benefit?

What is a Pre-emptive Rights Clause? Pre-emptive rights clauses can protect existing shareholders from the dilution of their proportionate holdings, and is a type of protection sought by founders a...

Blog Bite: Can a non-binding letter of intent ever trump the existence of a definitive agreement?

This article posted on our partner site Mondaq.com examines the surprising decision in IHAG-Holding, A.G. v. Intrawest Corporation, where the terms of a letter of intent were enforced instead of t...

Blog Bite: Mergers & acquisitions – what are the legal obligations of a non-binding letter of intent?

This article posted on our partner site Mondaq.com considers a parties obligation to reach a definitive agreement despite a letter of intent (LOI) that states that the intent was non-binding. An a...

Blog Bite: What is the nature of transaction letters of intent?

This article posted on our partner site Mondaq.com explores the nature of transaction letters of intent or (LOI's). An LOI is typically used as the first step of a deal and should briefly outline ...

Blog Bite: When is a letter of intent binding?

This article posted on our partner site Mondaq.com highlights how important it is for parties to clearly state their intentions when drafting a letter of intent (LOI). Parties may intend for an LO...

Blog Bite: Letters of intent, binding or non binding?

This article posted on our partner site Mondaq.com illustrates how a letter of intent (LOI) can be interpreted as either binding, or non-binding on both parties. To avoid drafting a legally bindin...

Blog Bite: How Do I Negotiate a Share Purchase or M&A?

This article posted on our partner site Mondaq.com contextualizes the role of the letter of intent in the negotiation process, orders the series of events that take place in most negotiations invo...

Blog Bite: How Do I Conduct Due Diligence in a Share Purchase or M&A?

This article posted on our partner site Mondaq.com  After a term sheet in an asset or share purchase deal is signed, the parties will usually commence "due diligence". This article posted on our ...

Letter of Intent / Investor Term Sheet

Letter of Intent / Investor Term Sheet   What is this document? A Letter of Intent (often referred to as an LOI) or an Investor Term Sheet is a document that is often used between a pote...

Liquidation Preference: Cashing Out

A liquidation preference is a commonly requested investor term. The idea around a liquidation preference is that the investor will receive their funds out of the business prior to the existing shareho...

What is the Difference Between a Contract and a Memorandum of Understanding?

What is the Difference Between a Contract and a Memorandum of Understanding? Although a memorandum of understanding can offer an alternative way to create relationships, it is important to consider h...

Should I ask potential investors to sign an NDA before pitching my idea?

A startup, like any new business, is inherently risky, and you’ll want the venture to be as financially and legally secure as possible. But more than that, it’s kind of your baby. It’s...

Legal Tips and Tricks: Deal Negotiations Using an LOI/MOU

  Often, companies will try to secure a Letter of Intent or Memorandum of Understanding (“LOI/MOU”; the two expressions are used interchangeably) from a potential contracting counter...

What legal documents are required to connect an inventor with an investor?

Startups depend upon funding, so preparing the right documents can help you obtain the funding you need. Due Diligence No matter what stage or type of funding is at hand, the biggest thing...

Legal Tips & Tricks: Negotiating an Agreement should Start with a Blank Page

When entering into an important contract, take the time to discuss with your business partners, advisors and legal counsel, to make sure that you are clear about your opportunities and risks.  In thi...

Role of the Board of Directors: To Protect the Investors

Many early stage companies are directed by a unanimous shareholder agreement, under which the shareholders take control away from the board and make all decisions by requiring a unanimous vote...
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