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. Clean and redline versions of the updated documents are attached to this blog post and are also live on GitHub. Thanks to the GitHub commenters. Keep the feedback coming!
Version 3.1 - Update Summary:
Term Sheet
- Changed the description for 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).
Stock Investment Agreement
- 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.
Series Seed Documents
Series Seed - Preferred Stock Investment Agreement
Series Seed - Restated Certificate of Incorporation
Series Seed - Term Sheet
Redlines
Redline - Stock Investment Agreement 3-1 vs 3-0
Redline - Term Sheet 3-1 vs 3-0