The presentation is about valuation of a start-up and usual deal structure - term sheet.
In the presentation you can find an overview why traditional valuation methods don't work (DCF, P/E multiple,...) and what are the real life approaches. You can also find more about types of the investments and potential exits.
The second part of the presentation is dedicated to the term-sheet and most frequent terms in an equity investment, especially in Central and Eastern Europe. In the presentation are listed the most frequent provision you can stumble upon, but no term sheet includes all of them.
In the presentation you can learn about many different clauses that influence economics and control in a venture capital deal. Nevertheless you should read more on the web (Term Sheet Hacks...) and the books like Venture Deal to have a clear picture if you have a good deal on the table or not for your startup.
We are happy to share a template of the term sheet for pre-seed and seed financing that Openfund will be offering to entrepreneurs. This template shall not be treated as cast in stone, but rather as indicative of what founders shall generally expect from an Openfund offer, while each deal remains different.
What is Private Equity?
Present the basic of Private Equity, its strategies, the way it works, the difference between passive versus active investors, exit strategies, its big players and highlight its difference versus other options. Finally, it presents the private equity jobs.
The presentation is about valuation of a start-up and usual deal structure - term sheet.
In the presentation you can find an overview why traditional valuation methods don't work (DCF, P/E multiple,...) and what are the real life approaches. You can also find more about types of the investments and potential exits.
The second part of the presentation is dedicated to the term-sheet and most frequent terms in an equity investment, especially in Central and Eastern Europe. In the presentation are listed the most frequent provision you can stumble upon, but no term sheet includes all of them.
In the presentation you can learn about many different clauses that influence economics and control in a venture capital deal. Nevertheless you should read more on the web (Term Sheet Hacks...) and the books like Venture Deal to have a clear picture if you have a good deal on the table or not for your startup.
We are happy to share a template of the term sheet for pre-seed and seed financing that Openfund will be offering to entrepreneurs. This template shall not be treated as cast in stone, but rather as indicative of what founders shall generally expect from an Openfund offer, while each deal remains different.
What is Private Equity?
Present the basic of Private Equity, its strategies, the way it works, the difference between passive versus active investors, exit strategies, its big players and highlight its difference versus other options. Finally, it presents the private equity jobs.
Objectives & Agenda :
Fund raising efforts of enterprises are supported both by equity and debt market. Issuance of debentures is considered as an additional avenue by corporate to meet the funding requirements. Public issue of debentures are debt instruments issued by companies to public as a means of raising funds by borrowing money from public. In this webinar, we shall understand the aspects of public issue of debentures, types of debentures, statutory provisions under Companies Act, 2013, compliance aspects and judicial precedents.
Entrepreneurs need to put a value on their start-ups in order to raise money, and investors need to put a value on their investments to ensure an adequate return on investment. No negotiating item between entrepreneur and investor creates a wider gulf than this one. The two parties may agree on every other point but will have diametrically opposing views on what the start-up is worth and how much equity the investor should receive in exchange for his capital.
Valuation is challenging for a start-up. Since young businesses take time to become profitable, the trick of valuing start-ups is to focus on the future. If you want your start-up to be a masterpiece, you’ll need to use the right side of your brain as much as your left to determine value.
Is business valuation art or science? Is it possible to place a credible valuation on a Start-up? What is Pre-money valuation? What is Post-money valuation? How much your company worth? Are you really worth anything until you’re profitable? How to value your start-up for a VC? What are the Start-up valuation methods?
This Slideshare presentation is a partial preview of the full business document. To view and download the full document, please go here:
https://flevy.com/browse/business-document/non-binding-offer-letter-3750
DOCUMENT DESCRIPTION
A non-binding offer letter is used in a sales process to establish the terms of a deal between the seller and the buyer. Through the document, the potential acquirer expresses an interest to acquire the target, but the agreement is not intended to be legally binding and therefore, it does not constitute a binding contractual commitment to pursue the transaction to the end.
It is used to keep discussions and negotiations progressing between the proposed acquirer and the target.
This template is used for transactions globally and covers the following sections:
- The proposed transaction;
- The offer price;
- Structure of the payment; and
- Conditions precedent amongst other sections.
PPT on the subject “Significant Beneficial Ownership and Dematerialization of...Satwinder Singh
I am pleased to share my presentation on the subject “Significant Beneficial Ownership and Dematerialization of Securities under the Companies Act”. Trust that you will find the same useful.
Looking forward to receiving your valuable feedback.
Objectives & Agenda :
One of the primary and popular forms of raising money by a public company is by way of offer of securities to public. Private Companies are prohibited to invite the public to subscribe for any securities of the company. Such issue enables a company to raise funds from large number of investors. The webinar covers the aspects of overview on public issue, issue of prospectus, various types of prospectus, statutory provisions in the Companies Act, 2013, compliance aspects and judicial precedents.
Objectives & Agenda :
Fund raising efforts of enterprises are supported both by equity and debt market. Issuance of debentures is considered as an additional avenue by corporate to meet the funding requirements. Public issue of debentures are debt instruments issued by companies to public as a means of raising funds by borrowing money from public. In this webinar, we shall understand the aspects of public issue of debentures, types of debentures, statutory provisions under Companies Act, 2013, compliance aspects and judicial precedents.
Entrepreneurs need to put a value on their start-ups in order to raise money, and investors need to put a value on their investments to ensure an adequate return on investment. No negotiating item between entrepreneur and investor creates a wider gulf than this one. The two parties may agree on every other point but will have diametrically opposing views on what the start-up is worth and how much equity the investor should receive in exchange for his capital.
Valuation is challenging for a start-up. Since young businesses take time to become profitable, the trick of valuing start-ups is to focus on the future. If you want your start-up to be a masterpiece, you’ll need to use the right side of your brain as much as your left to determine value.
Is business valuation art or science? Is it possible to place a credible valuation on a Start-up? What is Pre-money valuation? What is Post-money valuation? How much your company worth? Are you really worth anything until you’re profitable? How to value your start-up for a VC? What are the Start-up valuation methods?
This Slideshare presentation is a partial preview of the full business document. To view and download the full document, please go here:
https://flevy.com/browse/business-document/non-binding-offer-letter-3750
DOCUMENT DESCRIPTION
A non-binding offer letter is used in a sales process to establish the terms of a deal between the seller and the buyer. Through the document, the potential acquirer expresses an interest to acquire the target, but the agreement is not intended to be legally binding and therefore, it does not constitute a binding contractual commitment to pursue the transaction to the end.
It is used to keep discussions and negotiations progressing between the proposed acquirer and the target.
This template is used for transactions globally and covers the following sections:
- The proposed transaction;
- The offer price;
- Structure of the payment; and
- Conditions precedent amongst other sections.
PPT on the subject “Significant Beneficial Ownership and Dematerialization of...Satwinder Singh
I am pleased to share my presentation on the subject “Significant Beneficial Ownership and Dematerialization of Securities under the Companies Act”. Trust that you will find the same useful.
Looking forward to receiving your valuable feedback.
Objectives & Agenda :
One of the primary and popular forms of raising money by a public company is by way of offer of securities to public. Private Companies are prohibited to invite the public to subscribe for any securities of the company. Such issue enables a company to raise funds from large number of investors. The webinar covers the aspects of overview on public issue, issue of prospectus, various types of prospectus, statutory provisions in the Companies Act, 2013, compliance aspects and judicial precedents.
Speaking to investors? Want to understand how term sheets work? Know how different terms will affect the cap table, what to say when investors propose terms and how you can respond, and what to expect in your term sheet negotiations. Daniel Zimmermann and John Demeter of WilmerHale will lead a Term Sheet Negotiation Simulation with breaks for Q&A. This is an excellent opportunity to learn the nuts and bolts of term sheets.
Fundraising for businesses was an arbitrary practice without any formal guidelines and regulations before Companies Act 2013. Due to lacunae of legal provisions in Companies Act 1956, many a times, corporate with fraudulent mindset have found their way to dupe investors and public of their hard-earned money. It has created many legal disputes and controversies.
Now, new Companies Act and the consequent rules have formally covered all the modes of fund-raising and have tried to fill in the loopholes of old law. Stringent rules and cumbersome compliances are to ensure safeguard of the public money and restrict the malpractices. But these provisions have created confusion in respect of implementation and compliances. The easy availability of funds for businesses in real need has also dried up. MCA must come out some clarification to give breathing time to companies specifically for private companies.
LLC OPERATING AGREEMENT FORMAT
FREE LEGAL AND ACCOUNTANT FORMATS
KANOON KE RAKHWALE INDIA
HIRE LAWYER ONLINE
LAW FIRMS IN DELHI
CA FIRM DELHI
VISIT : https://www.kanoonkerakhwale.com/
VISIT : https://hirelawyeronline.com/
BUSINESS OPERATING AGREEMENT FORMAT
FREE LEGAL AND ACCOUNTANT FORMATS
KANOON KE RAKHWALE INDIA
HIRE LAWYER ONLINE
LAW FIRMS IN DELHI
CA FIRM DELHI
VISIT : https://www.kanoonkerakhwale.com/
VISIT : https://hirelawyeronline.com/
The report was created for Kuwait Fund of SMEs, but I'm sure it can be used by any government considering to invest in startups and to help in establishing a healthy Startup Ecosystem.
If you are looking for a pi coin investor. Then look no further because I have the right one he is a pi vendor (he buy and resell to whales in China). I met him on a crypto conference and ever since I and my friends have sold more than 10k pi coins to him And he bought all and still want more. I will drop his telegram handle below just send him a message.
@Pi_vendor_247
how to swap pi coins to foreign currency withdrawable.DOT TECH
As of my last update, Pi is still in the testing phase and is not tradable on any exchanges.
However, Pi Network has announced plans to launch its Testnet and Mainnet in the future, which may include listing Pi on exchanges.
The current method for selling pi coins involves exchanging them with a pi vendor who purchases pi coins for investment reasons.
If you want to sell your pi coins, reach out to a pi vendor and sell them to anyone looking to sell pi coins from any country around the globe.
Below is the contact information for my personal pi vendor.
Telegram: @Pi_vendor_247
The secret way to sell pi coins effortlessly.DOT TECH
Well as we all know pi isn't launched yet. But you can still sell your pi coins effortlessly because some whales in China are interested in holding massive pi coins. And they are willing to pay good money for it. If you are interested in selling I will leave a contact for you. Just telegram this number below. I sold about 3000 pi coins to him and he paid me immediately.
Telegram: @Pi_vendor_247
how to sell pi coins in South Korea profitably.DOT TECH
Yes. You can sell your pi network coins in South Korea or any other country, by finding a verified pi merchant
What is a verified pi merchant?
Since pi network is not launched yet on any exchange, the only way you can sell pi coins is by selling to a verified pi merchant, and this is because pi network is not launched yet on any exchange and no pre-sale or ico offerings Is done on pi.
Since there is no pre-sale, the only way exchanges can get pi is by buying from miners. So a pi merchant facilitates these transactions by acting as a bridge for both transactions.
How can i find a pi vendor/merchant?
Well for those who haven't traded with a pi merchant or who don't already have one. I will leave the telegram id of my personal pi merchant who i trade pi with.
Tele gram: @Pi_vendor_247
#pi #sell #nigeria #pinetwork #picoins #sellpi #Nigerian #tradepi #pinetworkcoins #sellmypi
how can I sell my pi coins for cash in a pi APPDOT TECH
You can't sell your pi coins in the pi network app. because it is not listed yet on any exchange.
The only way you can sell is by trading your pi coins with an investor (a person looking forward to hold massive amounts of pi coins before mainnet launch) .
You don't need to meet the investor directly all the trades are done with a pi vendor/merchant (a person that buys the pi coins from miners and resell it to investors)
I Will leave The telegram contact of my personal pi vendor, if you are finding a legitimate one.
@Pi_vendor_247
#pi network
#pi coins
#money
What website can I sell pi coins securely.DOT TECH
Currently there are no website or exchange that allow buying or selling of pi coins..
But you can still easily sell pi coins, by reselling it to exchanges/crypto whales interested in holding thousands of pi coins before the mainnet launch.
Who is a pi merchant?
A pi merchant is someone who buys pi coins from miners and resell to these crypto whales and holders of pi..
This is because pi network is not doing any pre-sale. The only way exchanges can get pi is by buying from miners and pi merchants stands in between the miners and the exchanges.
How can I sell my pi coins?
Selling pi coins is really easy, but first you need to migrate to mainnet wallet before you can do that. I will leave the telegram contact of my personal pi merchant to trade with.
Tele-gram.
@Pi_vendor_247
what is the future of Pi Network currency.DOT TECH
The future of the Pi cryptocurrency is uncertain, and its success will depend on several factors. Pi is a relatively new cryptocurrency that aims to be user-friendly and accessible to a wide audience. Here are a few key considerations for its future:
Message: @Pi_vendor_247 on telegram if u want to sell PI COINS.
1. Mainnet Launch: As of my last knowledge update in January 2022, Pi was still in the testnet phase. Its success will depend on a successful transition to a mainnet, where actual transactions can take place.
2. User Adoption: Pi's success will be closely tied to user adoption. The more users who join the network and actively participate, the stronger the ecosystem can become.
3. Utility and Use Cases: For a cryptocurrency to thrive, it must offer utility and practical use cases. The Pi team has talked about various applications, including peer-to-peer transactions, smart contracts, and more. The development and implementation of these features will be essential.
4. Regulatory Environment: The regulatory environment for cryptocurrencies is evolving globally. How Pi navigates and complies with regulations in various jurisdictions will significantly impact its future.
5. Technology Development: The Pi network must continue to develop and improve its technology, security, and scalability to compete with established cryptocurrencies.
6. Community Engagement: The Pi community plays a critical role in its future. Engaged users can help build trust and grow the network.
7. Monetization and Sustainability: The Pi team's monetization strategy, such as fees, partnerships, or other revenue sources, will affect its long-term sustainability.
It's essential to approach Pi or any new cryptocurrency with caution and conduct due diligence. Cryptocurrency investments involve risks, and potential rewards can be uncertain. The success and future of Pi will depend on the collective efforts of its team, community, and the broader cryptocurrency market dynamics. It's advisable to stay updated on Pi's development and follow any updates from the official Pi Network website or announcements from the team.
Even tho Pi network is not listed on any exchange yet.
Buying/Selling or investing in pi network coins is highly possible through the help of vendors. You can buy from vendors[ buy directly from the pi network miners and resell it]. I will leave the telegram contact of my personal vendor.
@Pi_vendor_247
how to sell pi coins at high rate quickly.DOT TECH
Where can I sell my pi coins at a high rate.
Pi is not launched yet on any exchange. But one can easily sell his or her pi coins to investors who want to hold pi till mainnet launch.
This means crypto whales want to hold pi. And you can get a good rate for selling pi to them. I will leave the telegram contact of my personal pi vendor below.
A vendor is someone who buys from a miner and resell it to a holder or crypto whale.
Here is the telegram contact of my vendor:
@Pi_vendor_247
when will pi network coin be available on crypto exchange.DOT TECH
There is no set date for when Pi coins will enter the market.
However, the developers are working hard to get them released as soon as possible.
Once they are available, users will be able to exchange other cryptocurrencies for Pi coins on designated exchanges.
But for now the only way to sell your pi coins is through verified pi vendor.
Here is the telegram contact of my personal pi vendor
@Pi_vendor_247
Latino Buying Power - May 2024 Presentation for Latino CaucusDanay Escanaverino
Unlock the potential of Latino Buying Power with this in-depth SlideShare presentation. Explore how the Latino consumer market is transforming the American economy, driven by their significant buying power, entrepreneurial contributions, and growing influence across various sectors.
**Key Sections Covered:**
1. **Economic Impact:** Understand the profound economic impact of Latino consumers on the U.S. economy. Discover how their increasing purchasing power is fueling growth in key industries and contributing to national economic prosperity.
2. **Buying Power:** Dive into detailed analyses of Latino buying power, including its growth trends, key drivers, and projections for the future. Learn how this influential group’s spending habits are shaping market dynamics and creating opportunities for businesses.
3. **Entrepreneurial Contributions:** Explore the entrepreneurial spirit within the Latino community. Examine how Latino-owned businesses are thriving and contributing to job creation, innovation, and economic diversification.
4. **Workforce Statistics:** Gain insights into the role of Latino workers in the American labor market. Review statistics on employment rates, occupational distribution, and the economic contributions of Latino professionals across various industries.
5. **Media Consumption:** Understand the media consumption habits of Latino audiences. Discover their preferences for digital platforms, television, radio, and social media. Learn how these consumption patterns are influencing advertising strategies and media content.
6. **Education:** Examine the educational achievements and challenges within the Latino community. Review statistics on enrollment, graduation rates, and fields of study. Understand the implications of education on economic mobility and workforce readiness.
7. **Home Ownership:** Explore trends in Latino home ownership. Understand the factors driving home buying decisions, the challenges faced by Latino homeowners, and the impact of home ownership on community stability and economic growth.
This SlideShare provides valuable insights for marketers, business owners, policymakers, and anyone interested in the economic influence of the Latino community. By understanding the various facets of Latino buying power, you can effectively engage with this dynamic and growing market segment.
Equip yourself with the knowledge to leverage Latino buying power, tap into their entrepreneurial spirit, and connect with their unique cultural and consumer preferences. Drive your business success by embracing the economic potential of Latino consumers.
**Keywords:** Latino buying power, economic impact, entrepreneurial contributions, workforce statistics, media consumption, education, home ownership, Latino market, Hispanic buying power, Latino purchasing power.
Falcon stands out as a top-tier P2P Invoice Discounting platform in India, bridging esteemed blue-chip companies and eager investors. Our goal is to transform the investment landscape in India by establishing a comprehensive destination for borrowers and investors with diverse profiles and needs, all while minimizing risk. What sets Falcon apart is the elimination of intermediaries such as commercial banks and depository institutions, allowing investors to enjoy higher yields.
NO1 Uk Divorce problem uk all amil baba in karachi,lahore,pakistan talaq ka m...Amil Baba Dawood bangali
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Contact with Dawood Bhai Just call on +92322-6382012 and we'll help you. We'll solve all your problems within 12 to 24 hours and with 101% guarantee and with astrology systematic. If you want to take any personal or professional advice then also you can call us on +92322-6382012 , ONLINE LOVE PROBLEM & Other all types of Daily Life Problem's.Then CALL or WHATSAPP us on +92322-6382012 and Get all these problems solutions here by Amil Baba DAWOOD BANGALI
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Poonawalla Fincorp and IndusInd Bank Introduce New Co-Branded Credit Cardnickysharmasucks
The unveiling of the IndusInd Bank Poonawalla Fincorp eLITE RuPay Platinum Credit Card marks a notable milestone in the Indian financial landscape, showcasing a successful partnership between two leading institutions, Poonawalla Fincorp and IndusInd Bank. This co-branded credit card not only offers users a plethora of benefits but also reflects a commitment to innovation and adaptation. With a focus on providing value-driven and customer-centric solutions, this launch represents more than just a new product—it signifies a step towards redefining the banking experience for millions. Promising convenience, rewards, and a touch of luxury in everyday financial transactions, this collaboration aims to cater to the evolving needs of customers and set new standards in the industry.
Poonawalla Fincorp and IndusInd Bank Introduce New Co-Branded Credit Card
This is how a standard term-sheet looks like
1. INDICATIVE HEADS OF TERMS: EQUITY INVESTMENT
Strictly private and confidential
Not to be disclosed or distributed to third parties
NOTES:
1. The provisions of this term sheet assume that the Investors:
(a) will be issued ordinary shares in the Company and not a separate class of shares;
and
(b) where there is more than one Investor they are proposing to invest on materially
the same terms and be parties to the same term sheet.
Non-legally binding: This term sheet is indicative only, not exhaustive and not legally
binding unless specifically stated within a certain paragraph. It sets out the
proposed key terms and conditions upon which the Investors are willing to invest in the
Company.
1. Issuer:
2. Investor[s]:
XXXX ltd(the Company).
Investor 1(Lead Investor)
Investor 2
4. Existing
Shareholders of
the Company and
pre-investment
equity stake:
1. Co-founder 1- [Equity stake = % pre-investment]
2. Co-founder 2- [Equity position = % pre-investment]
3. Early investor 1
4. The CoFounders:
Abdullah Al-YYYY and JoseXXXX
5. Estimated
Closing Date:
The investment is intended to be closed by Mid-Nov 2013.
6. Amount of the
Investment:
USD [XXX] [Investor 1]
USD[ XXX] [Investor 2]
Target: USD XXX,XXX
7.Postcompletion
issued share
capital of the
Company:
[Co-founder 1] [XX]%
[Co-Founder 2] [XX]%
[Early investor 1] [XX]%
[Investor 1] [XX]%
[Investor 2] [XX]%
TOTAL 100%
8. Company
Obligations:
The Company shall carry out (or procure the carrying out)
certain key governance matters, including those set out in Part 1
2. of the Schedule.
9. Investor
Consent:
Investor Consent shall be capable of being granted by Investors
holding more than 50% of the aggregate number of ordinary
shares held by all Investors.
10. Matters
requiring Investor
Consent:
The Company shall not carry out certain key operational
andconstitutional matters, including those set out in Part 2 of
the Schedule without Investor Consent. The Investors shall not
withhold consent unreasonably.
11. The Board:
After Completion, the Board will consist of one Director, XX
board members and YYObservers:
Directors- (write the name of director)
Board member - (write the names of board members)
Observers – (write the name of board observers, can be one or
two or more)
12. Board
Observer:
The Board Observer’s consent is needed for certain material
business decisions, including:
(a) Incur capital expenditure exceeding US$30,000;
(b) Appoint an employee or consultant or vary terms where
emoluments and/or commissions or bonuses are likely to
exceed US$50,000;
(c) Agree any borrowings, loans, advances or credit outside
the ordinary course of business; and
(d) Enter into or vary any unusual or onerous agreement or
any material or major or long-term contract.
13. Pre-emption
rights: (New Share
Issue)
Any issue of new shares in the Company shall first be issued to
allholders of shares pro-rata (according to the number of shares
held by each of the legal and beneficial holders). Any such offer
shall remain open for at least 14 days (the Pre-Emption Period).
To the extent that any holder does not wish to subscribe for his
pro-rata amount, then the remaining new shares shall be issued
to any other holders wishing to subscribe for additional shares.
To the extent that any remaining new shares are not taken up by
the existing holders, then the Company shall be free to issue all
or some of these shares to any other person at any time during
the period of one month after the end of the Pre-Emption
Period.
14. Tag Along
(Right of Minority
Shareholders to
Sell with Majority
Shareholders)
In the event of a proposed sale of 50% or more of the shares of
theCompany by any shareholders, the selling shareholders shall
be required to procure that the purchaser also makes an offer
for all of the remaining shares at the same price and on the
same terms as the selling shareholders shares are being
purchased.
15. Drag Along
(Right of Majority
Shareholders to
Force Minority
Shareholders to
In the event of a proposed sale of 70% or more of the shares of
theCompany by any shareholder(s), the selling shareholder(s)
shall be entitled to require all of the remaining minority
shareholders (and option holders) to sell their shares to the third
party at the same price and on the same terms as the selling
3. Sell)
shareholder(s) shares are being purchased.
16. Founder
Vesting and
Leaver
Provisions:
The Founder(s) shares shall vest as follows:
50%immediately; and
50% in equal quarterly installments over the following twelve
months after closing. If any percentage of the shares held by the
Founder have 'vested' this means that the Founder will then be
entitled to retain those shares even after ceasing to be
employed by the Company. He shall only be required to offer to
sell the 'unvested' percentage of his shares to the other
shareholders on leaving. If the Founder is a Good Leaver, they
will be required to offer their shares to the Company and/or the
other shareholders at the higher of (i) fair market value and (ii)
the price originally paid for the shares. If the Founder is a Bad
Leaver, he will be required to offer their shares to the other
shareholders at the lower of (i) fair market value and (ii) the
nominal value of the shares.
Good Leaver – death; long term critical illness, permanent
disablement, retirement at normal retirement age (being 65),
unfair dismissal (other than for reasons of procedural
irregularity) or for any other reason with Investor Consent, such
Investor Consent not to be unreasonably withheld.
Bad Leaver – any leaver who within 1 year of completion ceases
to be an employee or consultant of the Company by reason of
voluntarily resigning or dismissal by the Company due to breach
of contract. The Board and an Investor Majority can determine
whether any of these provisions shall not apply to the Founder.
Upon the Founder ceasing to be an employee or consultant, the
voting rights of the unvested shares shall be suspended until
such shares are transferred in accordance with the articles of
association.
17. Deed of
Adherence:
All new shareholders shall be required to sign a deed of
adherencewhereby they consent to be bound by the terms of the
InvestmentAgreement.
18. Options:
The Company may grant one or more options, warrants or
similar rights to purchase its Shares at a later date (in each
case, an “Option”) to its employees, agents and others as the
Board, with Board Observer consent, deems fit and in
accordance with the Articles and applicable law, subject to a
maximum option pool size of X% of the post-founding round
capitalization of the Company. If at any time the Company
proposes to grant one or more Options, the exercise price per
Share shall not be less than the then current market price per
Share, such market price being determined by dividing the
valuation of the Company by the number of Shares in issue
immediately prior to the issue of the Option. The valuation of
the Company shall be deemed to be the valuation set by the
most recent fundraising round prior to the grant of the Option
(the “Fundraising Valuation Date”), provided that if there has
been an independent valuation of the Company after the
4. Fundraising Valuation Date, then such independent valuation
may be used instead.
19. Expiry of
Offer:
The Investors are requested to confirm their acceptance of the
terms of this proposal within 14 days of the date of this termsheet, failing which this proposal will lapse.
20.Confidentiality: This paragraph 21 is intended by the parties to be legally
binding.
The terms of the investment (including any matter contained
within this term sheet) shall be strictly confidential to the
Investors, the Founder, the Company and the existing
shareholders of the Company.
21. Legal
Expenses:
This paragraph 22 is intended by the parties to be legally
binding.
Each of the Angel Investors and the Company shall bear their
own costs and expenses incurred in connection with the
preparation and negotiation of the Investment Agreement
22. Governing Law
and Jurisdiction:
This paragraph 23 is intended by the parties to be legally
binding.
UAE law and the exclusive jurisdiction of the courts of the UAE
shall apply.
23. Information
Rights
The Lead Investor shall receive normal financial and operational
information about the Company.
This Term Sheet may be executed in any number of
counterparts, which together shall constitute one document.
Facsimile signatures shall have the same legal effect as original
signatures.
___________________________
Signed for and on behalf of
Company name
Date: ______________________
___________________________
XXXXXX
Co-Founder
Date: ______________________
___________________________
YYYYYY
Co-Founder
Date: ______________________
___________________________
ZZZZZZZ
Investor
Date: ______________________
Date: ______________________
5. SCHEDULE
Part 1: Company Obligations
1. As soon as practicable implement the proposals or recommendations contained in
the Business Plan.
2. Carry on and conduct its business and affairs in a proper and efficient manner and
for its own benefit.
3. Procure that the expansion; development or evolution of its business is effected
only through the Company or a wholly owned subsidiary of the Company or joint
ventures.
4. Transact all its business on arm's-length (normal unrelated parties commercial)
terms.
5. Procure that a meeting of the Board is held at least once every three months.
6. Observe and comply in all material respects with all legislation from time to time in
force and applicable to the Company or its business.
7. Maintain proper, usual and up-to-date accounting and financial records in relation
to its business and affairs.
8. Provide to the Lead Investor a report, on the Company’s activities and progress no
less often than every quarter.
6. Part 2: Matters Requiring Investor Consent
1. Alter rights attaching to its shares.
2. Change share capital
3. Amend articles of association.
4. Declare dividends.
5. Acquire or dispose of any shares of any other company.
6. Acquire or dispose of the undertaking of any other person or merge with any
undertaking.
7. Wind up the Company.
8. Pursue a different line of business.