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Contents, Title Page, Dedication, Overview of the Contents. Additional Materials, Acknowledgments, Introduction The Art of the Term Sheet. Introduction The Art of the Term Sheet, Chapter 1 The Players. The Entrepreneur, The Venture Capitalist, The Angel Investor. The Syndicate, The Lawyer, The Mentor, Chapter 2 How to Raise Money.
Do or Do Not There Is No Try, Determine How Much You Are. Fund Raising Materials, Due Diligence Materials, Finding the Right VC. Finding a Lead VC, How VCs Decide to Invest, Closing the Deal. Chapter 3 Overview of the Term Sheet, The Key Concepts Economics and. Chapter 4 Economic Terms of the Term, Liquidation Preference.
Pay to Play, Employee Pool, Antidilution, Chapter 5 Control Terms of the Term Sheet. Board of Directors, Protective Provisions, Drag Along Agreement. Conversion, Chapter 6 Other Terms of the Term Sheet. Chapter 6 Other Terms of the Term Sheet, Redemption Rights. Conditions Precedent to Financing, Information Rights.
Registration Rights, Right of First Refusal, Voting Rights. Restriction on Sales, Proprietary Information and. Inventions Agreement, Co Sale Agreement, Founders Activities. Initial Public Offering Shares, No Shop Agreement. Indemnification, Assignment, Chapter 7 The Capitalization Table.
Chapter 8 How Venture Capital Funds, Overview of a Typical Structure. How Firms Raise Money, How Venture Capitalists Make Money. How Time Impacts Fund Activity, Cross Fund Investing. Departing Partners, Fiduciary Duties, Implications for the Entrepreneur. Chapter 9 Negotiation Tactics, What Really Matters .
Preparing for the Negotiation, A Brief Introduction to Game Theory. Negotiating in the Game of, Financings, Negotiating Styles and Approaches. Negotiating Styles and Approaches, Collaborative Negotiation versus. Walk Away Threats, Building Leverage and Getting to Yes. Things Not to Do, Great Lawyers versus Bad Lawyers.
versus No Lawyers, Can You Make a Bad Deal Better . Chapter 10 Raising Money the Right Way, Don t Ask for a Nondisclosure. Don t Email Carpet Bomb VCs, No Often Means No, Don t Ask for a Referral If You Get a. Don t Be a Solo Founder, Don t Overemphasize Patents. Chapter 11 Issues at Different, Financing Stages, Seed Deals.
Early Stage, Mid and Late Stages, Other Approaches to Early Stage Deals. Chapter 12 Letters of Intent The Other, Term Sheet. Structure of a Deal, Asset Deal versus Stock Deal. Form of Consideration, Assumption of Stock Options. Representations Warranties and, Indemnification, Confidentiality Nondisclosure.
Employee Matters, Conditions to Close, The No Shop Clause. Fees Fees and More Fees, Fees Fees and More Fees. Registration Rights, Shareholder Representatives. Chapter 13 Legal Things Every, Entrepreneur Should Know. Intellectual Property, Employment Issues, State of Incorporation.
Accredited Investors, Filing an 83 b Election, Section 409A Valuations. Authors Note, Appendix A Sample Term Sheet, Appendix B Sample Letter of Intent. About the Authors, About the Authors, Copyright 2011 by Brad Feld and Jason Mendelson All. rights reserved , Published by John Wiley Sons Inc Hoboken New. Published simultaneously in Canada , No part of this publication may be reproduced stored in a.
retrieval system or transmitted in any form or by any means . electronic mechanical photocopying recording scanning or. otherwise except as permitted under Section 107 or 108 of. the 1976 United States Copyright Act without either the prior. written permission of the Publisher or authorization through. payment of the appropriate per copy fee to the Copyright. Clearance Center Inc 222 Rosewood Drive Danvers MA. 01923 978 750 8400 fax 978 646 8600 or on the Web. at www copyright com Requests to the Publisher for. permission should be addressed to the Permissions. Department John Wiley Sons Inc 111 River Street , Hoboken NJ 07030 201 748 6011 fax 201 748 6008 or. online at www wiley com go permissions , Limit of Liability Disclaimer of Warranty While the. publisher and author have used their best efforts in preparing. this book they make no representations or warranties with. respect to the accuracy or completeness of the contents of this. book and specifically disclaim any implied warranties of. merchantability or fitness for a particular purpose No. warranty may be created or extended by sales representatives. or written sales materials The advice and strategies contained. or written sales materials The advice and strategies contained. herein may not be suitable for your situation You should. consult with a professional where appropriate Neither the. publisher nor author shall be liable for any loss of profit or. any other commercial damages including but not limited to. special incidental consequential or other damages . For general information on our other products and services or. for technical support please contact our Customer Care. Department within the United States at 800 762 2974 . outside the United States at 317 572 3993 or fax 317 572 . Wiley also publishes its books in a variety of electronic. formats Some content that appears in print may not be. available in electronic books For more information about. Wiley products visit our web site at www wiley com . Library of Congress Cataloging in Publication Data . Feld Brad , Venture deals be smarter than your lawyer and venture. capitalist Brad Feld and Jason Mendelson , Includes index . ISBN 978 0 470 92982 7 hardback 978 1 118 11862 7. 978 1 118 11863 4 ebk 978 1 118 11864 1 ebk , 1 Venture capital 2 New business enterprises Finance I .
Mendelson Jason 1971 II Title , HG4751 F45 2011, . that there is no definitive guide to venture capital deals and as a result set out to create one In addition to describing venture capital deals in depth we ve tried to create context around the players the deal dynamics and how venture capital funds work We ve tossed in a section on negotiation if only to provide another

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