You're using the form wrong if….

By Rick Colosimo / December 2, 2013 / Comments Off on You're using the form wrong if….

Here’s an excerpt from a website terms of service I just read: [Please confirm whether users can submit content such as comments, blog posts, etc.] In order to make our Services more dynamic and useful, we may allow you to post comments or reviews or other Submissions to the Services and our forums. The bracketed…

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Don't accept passive-aggressive drafting

By Rick Colosimo / October 24, 2013 / Comments Off on Don't accept passive-aggressive drafting

I recently came across this language (unaltered) in a contract: The Parties understand and agree that all Confidential Information (i) is to be preserved and protected; (ii) is not to be disclosed or made available, directly or indirectly, to anyone other than Authorized Employees, including, without limitation, third parties or unauthorized employees for purposes unrelated…

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A path to better drafting

By Rick Colosimo / September 11, 2013 / Comments Off on A path to better drafting

This post by Ken Adams on improvements to the Series Seed documents (Github versions) triggered a lengthy response from me. It’s no secret that I’ve been fond of the project since its earliest days (see this post on the “simple Series A” and this one on “check the box forms,” my idea from around 2001…

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Five-minute general counsel: What’s in a seed round termsheet?

By Rick Colosimo / February 1, 2011 / Comments Off on Five-minute general counsel: What’s in a seed round termsheet?

Here’s a common set of angel-investor questions regarding a standard seed round term sheet for a tech company: Why are the shares divided into preferred and common? Why does the preferred stock have a limited “1x” return? What will happen with liquidation preferences in future rounds? What will happen with dividends? Does the preferred stock…

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