Canadian Startup and Video Game Law Blog
Startup and video game law, from a Canadian and U.S. perspective
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Avoid Absolute Anti-Dilution Protection
Anti-dilution protections are frequently granted to investors and forgotten by founders until their friendly lawyer brings it up. In many cases, anti-dilution protections are reasonable but in other cases can impose a substantial burden on the company, even impacting the appeal of the company to future investors. Generally, anti-dilution protections protect an investor from the dilution...
Convertible Note and SAFE Overview
Startups commonly raise money through one of two instruments: (1) Convertible Note; or (2) SAFE (Simple Agreement for Future Equity). While these instruments are common, founders need to understand the basics of each instrument and the points of negotiation available. This overview is part 1 of a 4 part series that, in future instalments, will cover...
Fully-Diluted Calculations
Congratulations, you received a term sheet! While the main terms, such as valuation, are certainly important, there are numerous less noticeable terms that can have just as great an impact. One such term is “fully-diluted”. What is a fully-diluted calculation? A fully-diluted calculation assumes that all options, warrants and other rights to acquire stock have been exercised or...
My Problem with the NDA
I’m against the NDA. This is common sentiment in the technology sector as well. Before I dive into my issues with the NDA, let’s distinguish between types of NDA. A Non-Disclosure Agreement is an agreement that requires a receiving party to not disclose or use certain information that the disclosing party wants to provide. Typically they are...