Wednesday, August 22, 2012

Praise for NVCA Model VC Legal Documents

One of my favorite resources for venture capital transactions is the National Venture Capital Association's (NVCA) Model Legal Documents, which are available here.

I feel the same way about model legal documents that Irwin M. "Fletch" Fletcher feels about file cabinets, as he told us in the 1989 classic film, Fletch Lives:  "I love them when they're unlocked, neatly organized and tell me exactly what I wanna know."

Well, no model legal document is as terrific as Fletch's model file cabinet, but the NVCA model forms have an amazing amount of information and commentary on venture capital terms.  They are "unlocked" in that they are freely available to the public at NVCA's website (  They are certainly neatly organized.  Whether or not they tell you exactly what you "wanna know" of course depends upon the specifics terms of your particular deal.

The NVCA model legal documents attempt to reflect "best practices" from both the West Coast and the East Coast and include the following typical VC documents:
  • Term Sheet
  • Stock Purchase Agreement
  • Certificate Of Incorporation
  • Investor Rights Agreement
  • Voting Agreement
  • Right of First Refusal and Co-Sale Agreement
  • Management Rights Letter
  • Indemnification Agreement
  • Model Legal Opinion

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