This Advance Subscription Agreement (ASA) is designed for companies seeking investment before a fixed valuation. It allows an investor to provide funds in exchange for equity (shares) that will be issued at a future date, typically during the company's next priced funding round. The ASA is not a loan, does not accrue interest, and is never repayable, instead converting into shares under specific conditions like a financing round, company sale, or a longstop date. It includes provisions for major investor rights and reverse vesting, with specific considerations for SEIS/EIS relief compliance, which may require careful drafting adjustments for different investor types. The document also outlines the process for share issuance and defines key terms related to company valuation and financing events. This template is suitable for early-stage companies raising capital and investors looking to secure future equity at an unfixed valuation, with a focus on UK legal standards and tax relief schemes. It is important to note that the document does not constitute legal or tax advice, and parties should consult professionals for SEIS/EIS compliance. The agreement is governed by English law and subject to the exclusive jurisdiction of the courts of England and Wales. It also details the roles of the Subscriber, Company, and Founders, and includes provisions for information and participation rights for major investors, as well as reverse vesting schedules for founders. The document also includes warranties from the Company and Founders regarding the company's legal standing and intellectual property. The ASA is designed to be flexible, allowing for multiple investors through separate agreements while maintaining identical financial terms. It also addresses the status of funds, assignment clauses, and termination conditions. The template provides options for different longstop dates, ranging from 6 to 24 months, with a note on HMRC guidance for SEIS/EIS relief eligibility. It also includes an appendix for information rights, detailing monthly and quarterly reporting requirements for investors. The document is structured with clear definitions and clauses covering the advance subscription, issue and allotment of shares, and general legal provisions. This template is a comprehensive tool for managing early-stage equity investments, particularly those aiming for SEIS/EIS relief in the UK. The document is designed to facilitate investment in a company that is not yet ready to set a valuation, allowing investors to subscribe for shares that will be issued at a future date based on a subsequent financing round or other defined events. It clarifies that the advance subscription is not a loan and will convert into equity, providing a framework for early-stage funding without immediate valuation. The template also includes optional clauses for major investor rights, such as information and participation rights, and reverse vesting for founders, which can be tailored based on the specific investor and SEIS/EIS considerations. The agreement is legally binding and sets out the terms for the conversion of the advance subscription into shares, ensuring clarity for both the company and the investor. It also addresses the legal framework, including governing law and jurisdiction, and outlines the responsibilities and warranties of the parties involved. This document is a critical tool for managing early-stage equity investments, particularly those aiming for SEIS/EIS relief in the UK. It provides a structured approach to securing investment when a company's valuation is not yet established, ensuring that both the company and the investor have a clear understanding of the terms under which the advance subscription will convert into shares. The template also offers flexibility with optional clauses for investor rights and founder vesting, allowing for customization to suit specific deal requirements while highlighting important considerations for tax relief compliance. The legal framework, including governing law and jurisdiction, is clearly defined, making it a robust agreement for early-stage funding rounds. This Advance Subscription Agreement (ASA) is a template for companies to secure investment before a valuation is set. Investors provide funds in exchange for future equity (shares), typically issued at the next priced funding round, a company sale, or a longstop date. It is not a loan and includes provisions for major investor rights and founder reverse vesting, with specific considerations for SEIS/EIS tax relief. The agreement is governed by English law and subject to the exclusive jurisdiction of England and Wales courts.

The Seedsummit Founder Collaboration Agreement is designed for potential founders to establish key terms before officially incorporating a startup company. It outlines how intellectual property developed during the collaboration will be assigned to the future company, details initial share ownership and vesting schedules, and includes provisions for confidentiality.

This Collaboration Agreement is designed for founders initiating a project before formally incorporating a company in France. It outlines the framework for their collaboration, including the commitment to transfer all intellectual property rights to the future company. The agreement also details the principles for the company's capital structure, governance, and key terms for a subsequent shareholders' agreement.

This Founder Collaboration Agreement outlines the terms for individuals working together to develop a business concept and technology. It details the assignment of intellectual property to a future startup, the equity split among collaborators, and includes provisions for share vesting and potential company sale.

This Partnership Agreement template is designed for two parties, a **Company** and a **Partner**, to formalize their collaboration. It details mutual obligations, payment schedules, and includes provisions for trademark licensing, confidentiality, and dispute resolution. The agreement incorporates standard legal terms by reference, allowing for customization of key business and legal variables on a cover page.

This template is a **Business Partnership Agreement** designed for two individuals forming a general partnership. It outlines the partnership's formation, business purpose, capital contributions, profit and loss allocation, management structure, and procedures for dissolution and dispute resolution. It serves as a foundational legal document for establishing a new business venture between partners.

This template is a **Business Partnership Agreement** designed for two individuals forming a general partnership. It outlines the partnership's formation, business purpose, capital contributions, profit and loss allocation, management structure, and procedures for dissolution and dispute resolution. It serves as a foundational legal document for establishing a new business venture between partners.

This Founder's Collaboration Agreement outlines the terms for individuals working together to develop a business concept or technology before forming a startup company. It details the assignment of intellectual property to the future company and establishes how share ownership will be allocated and vested among the founders.

This is a comprehensive template for a Partnership Agreement, designed to formalize the relationship between two entities, referred to as "Company" and "Partner." It outlines their respective obligations, payment terms, and includes provisions for trademark licensing, confidentiality, and dispute resolution. The agreement incorporates standard legal terms by reference, allowing for specific business and legal details to be customized on a dedicated Cover Page.

This Business Partnership Agreement can be used to formalize a business relationship between two parties, detailing the purpose, duration, and operational guidelines of the partnership. It includes provisions on capital contributions, distribution of profits and losses, voting rights, and management structure. It outlines procedures for admitting new partners, handling borrowing, and inspecting records for transparency. The agreement provides for resolutions in case of disputes and stipulates the governing legal jurisdiction. It also addresses termination conditions, amendment procedures, and ensures the agreement is the entire understanding between the partners.