When we launched Series Seed we committed to making them a crowd-sourced set of documents. With today’s release of version 3.2 we are taking our most significant step in this direction. The vast majority of the changes in this version are crowd-sourced optimizations to remove legalese. In particular, we’d like to thank the following commenters and contributors for their effort: @rickcolosimo @zekevermillion @thesmart @strikeroot @sblom @jackmaney @blueseed @commonaccord.
Keep the comments coming! We are committed to continually improving and simplifying these documents.
Also, we’ve been asked to address changes in the laws with regard to general solicitation. We will make an update in the next version and are happy to see any suggestions in the interim.
As always, clean and redline versions of the updated documents in Word are also up on the blog.
Today we are launching Version 3.1 of the Series Seed documents. The changes in this version are minor clarifications in response to comments we received via GitHub and other optimizations that we found as we went back through the documents. Thanks to the GitHub commenters. Keep the feedback coming!
Here is a summary of the updates:
• Changed the description of Documentation to be identical to (rather than based on) the documents on seriesseed.com, except for the modifications set forth in the Term Sheet. The whole point of the Series Seed documents is to save on transaction costs by using a single standard document so we don't want folks agreeing to use Series Seed and then adding changes (unless they are agreed to in the term sheet).
• Removed unnecessary reference to preemptive rights in Section 4.2.
• Moved definition of “Stockholder” to earlier in document, from Section 7.1 to Section 5.3.
• Added clarifying sentence in Section 8.1 that “no Stockholder may transfer Shares unless each transferee agrees to be bound by the terms of this Agreement.”
• Added further clarification in Section 8.8 that “the addition of a party to this Agreement pursuant to a transfer of Shares in accordance with Section 8.1 shall not require any further consent.”
• Added new language to Disclosure Schedule clarifying arrangement of sections and providing standard disclaimers. The previous version did not have any introductory language for the Disclosure Schedule.
Neither I nor Fenwick & West, LLP assumes any responsibility for any consequence of using these documents. These documents have been prepared for informational purposes and is not intended to (a) constitute legal advice (b) create an attorney-client relationship (c) be advertising or a solicitation of any type. Each situation is highly fact specific and requires a knowledge of both state and federal laws and therefore any party should seek legal advice from a licensed attorney in the relevant jurisdictions. Both I and Fenwick & West expressly disclaim any and all liability with respect to actions or omissions based on this website.