Name: Startup Fundamentals 3: Understanding the "Terms" in Term Sheets
Start: 2025-01-23T01:00:00.000Z
End: 2025-01-23T05:00:00.000Z
Location: Snell & Wilmer

**Unlock Your Startup’s Potential: Join Our Essential Workshop!**

Are you an entrepreneur ready to transform your vision into a successful, fundable startup. [Access Silicon Valley](https://accesssiliconvalley.net/) and [EvoNexus](https://evonexus.org/) invite you to join us for an invaluable 3-hour workshop designed to equip you with the legal and business tools and insights necessary to build a fundable and scalable startup and thrive in the startup ecosystem!

This is the first of three workshops in the **Access Silicon Valley Startup Fundamental Series** for startup founders, startup executives, entrepreneurs, innovators, and developers. While advantageous to attend all 3 workshops, this is stand-alone content.

Thank you to our event sponsor, [Snell & Wilmer](https://www.swlaw.com/).

**SEATING IS EXTREMELY LIMITED, SO RESERVE YOUR SEAT [HERE](https://www.eventbrite.com/e/startup-fundamentals-1-start-right-avoid-common-mistakes-pitfalls-registration-1055426782919).**

**Why You Can't Miss This Workshop:**
Master the Essentials: This first session in our Startup Fundamentals series will guide you through critical aspects of launching a startup, ensuring you avoid common pitfalls that can hinder your success.
Expert Guidance: Learn from **[Roger Rappoport](https://www.swlaw.com/people/roger_rappoport/)**, a former entrepreneur, founder of Access Silicon Valley, a partner at Snell & Wilmer and co-leader of its Emerging Growth and Venture Capital practice group. With his extensive experience, Roger will share actionable strategies tailored for aspiring entrepreneurs.

**What You’ll Learn:**
*Navigating the startup landscape can be overwhelming, but this workshop will break down complex topics into manageable steps. Here’s some of what we’ll cover:*

* Company Formation: Choosing the right entity type for your startup.
* Building Your Team: Strategies for hiring and compensating the right people.
* Equity Splits: Fairly distributing equity among co-founders and early employees.
* Fundamental Concepts Relating To: Vesting, repurchase rights and rights of first refusal, determining if and when it is appropriate to obtain proxies from co-founders/early employees.
* Fundraising Fundamentals: Understanding how much equity to offer investors and determining your startup’s valuation.
* Cap Table Strategies: Creating and maintaining an appropriate capitalization table.
* Intellectual Property: Ensuring all IP belongs to your company and developing a robust IP strategy.

**Why Avoiding Pitfalls Matters:**
*Navigating these challenges successfully can mean the difference between a thriving startup and an uphill battle. Learn how to:*

* Make your startup attractive to investors.
* Choose the right sources and types of capital.
* Maintain control of your company.
* Maximize your upside on exit.

Don’t let common pitfalls derail your startup journey. Join us to gain the insights you need for success! Transform your startup vision into reality—start right and avoid the pitfalls!

**Materials:**
A comprehensive **50-page digital workbook with an actionable step-by-step guide** will be distributed to all registered event attendees on the day of the event.

**About the Speaker:**
Snell & Wilmer Partner **Roger Rappoport,** Co-Leader of the Emerging Growth and Venture Capital Practice Group, is a seasoned advisor to startups and emerging growth companies and the investors who finance them, guiding clients from inception through exit. With over two decades of experience in the startup ecosystem, Roger focuses on venture capital and angel investor financings, including convertible notes, SAFEs, and other debt financings. His knowledge extends to mergers and acquisitions, joint ventures, distribution, development, manufacturing, and licensing transactions, as well as executive compensation and the establishment of equity incentive plans.

He has extensive experience in advising startup and well-established emerging growth companies, primarily in the software, information technology, Internet, fixed and mobile communications technology, cleantech and life sciences sectors. Roger is the co-author of “Investor Agreements in a Financing Transaction” a chapter in Financing California Businesses,” California Continuing Education of the Bar, Co-author of "Considerations for Angel and VC Funded Startups and Emerging Growth Companies Considering a Loan Under the Paycheck Protection Program," and Co-author of “Changes in Convertible Instruments for Early Stage Financings.”

Before attending law school, he was the founder of a technology company with $10 million in revenue.

Questions? Email Alex Levine at alevine@swlaw.com.

**Up Next**
Part 2: Startup Funding Strategy \- Give Up Less & Keep More Money on Exit \| December 12\, 2024
Part 3: Understanding the "Terms" In Term Sheets \| January 22\, 2025

Venture San Diego

Eli Mansour

Startup Fundamentals 1: Start Right, Avoid Common Mistakes & Pitfalls

Snell & Wilmer

### **Unlock Your Startup’s Potential: Join Our Essential Workshop!**

Are you an entrepreneur ready to transform your vision into a successful, fundable startup. [Access Silicon Valley](https://accesssiliconvalley.net/) and [EvoNexus](https://evonexus.org/) invite you to join us for an invaluable 3-hour workshop designed to equip you with the legal and business tools and insights necessary to build a fundable and scalable startup and thrive in the startup ecosystem!

This is the second of three workshops in the **[Access Silicon Valley](https://accesssiliconvalley.net/)** **Startup Fundamental Series** for startup founders, startup executives, entrepreneurs, innovators, and developers. While advantageous to have attended all 3 workshops, this is stand-alone content. You can still attend this program if you missed the first.

*Thank you to our event sponsor,* ***[Snell & Wilmer](https://www.swlaw.com/)****.*

**SEATING IS EXTREMELY LIMITED, SO RESERVE YOUR SEAT [HERE](https://www.eventbrite.com/e/startup-fundamentals-2-developing-a-funding-strategy-registration-1055685587009).**

#### **Content:**

In this second workshop of the Startup Fundamentals series, **[Roger Rappoport](https://www.linkedin.com/in/rogerrappoport/)**, a former entrepreneur, founder of Access Silicon Valley, a partner at Snell & Wilmer and co-leader of its Emerging Growth and Venture Capital practice group, will conduct an interactive, informative session with in depth content on how successful Silicon Valley startups develop and **implement successful funding strategies, securing funding from angel, seed and VC investors**. Learn the best way to raise the money you need to successfully launch and scale your startup!

#### **This session will cover:**

* How to develop a funding strategy appropriate for your startup
* When to raise funds, how much to raise, and from who
* The danger of taking too much or too little from investors
* Identifying the valuation inflection points of your company
* The differences between seed, angel and venture capital funding
* Alternative funding sources
* Appropriate funding instruments for each round of funding, including convertible notes, SAFE's, common stock and preferred stock
* The pros and cons of selling equity, convertible instruments, and venture debt
* Selecting and gaining access to the right investor
* What to do to increase the pre-money valuation of your company

#### **Materials:**

A comprehensive **50-page digital workbook** with an **actionable step-by-step guide** will be distributed to all registered event attendees on the day of the event.

#### **Agenda:**

5:00 PM - 6:00 PM - Dinner and networking
6:00 PM - 6:15 PM - Speaker and sponsor introductions
6:15 PM - 7:30 PM - Startup workshop Part A
7:30 PM - 7:45 PM - Intermission
7:45 PM - 8:45 PM - Startup workshop Part B
8:45 PM - 9:00 PM - Q & A

#### **About the Speaker:**

Snell & Wilmer Partner **[Roger Rappoport](https://www.swlaw.com/people/roger_rappoport/),** Co-Leader of the Emerging Growth and Venture Capital Practice Group, is a seasoned advisor to startups and emerging growth companies and the investors who finance them, guiding clients from inception through exit. With over two decades of experience in the startup ecosystem, Roger focuses on venture capital and angel investor financings, including convertible notes, SAFEs, and other debt financings. His knowledge extends to mergers and acquisitions, joint ventures, distribution, development, manufacturing, and licensing transactions, as well as executive compensation and the establishment of equity incentive plans.

He has extensive experience in advising startup and well-established emerging growth companies, primarily in the software, information technology, Internet, fixed and mobile communications technology, cleantech and life sciences sectors. Roger is the co-author of “Investor Agreements in a Financing Transaction” a chapter in Financing California Businesses,” California Continuing Education of the Bar, Co-author of "Considerations for Angel and VC Funded Startups and Emerging Growth Companies Considering a Loan Under the Paycheck Protection Program," and Co-author of “Changes in Convertible Instruments for Early Stage Financings.”

Before attending law school, he was the founder of a technology company with $10 million in revenue.

Questions? Email [Alex Levine](https://alevine@swlaw.com/) at [alevine@swlaw.com](https://alevine@swlaw.com/).

#### Up Next

**Part 3: Understanding the "Terms" In Term Sheets** \| January 22\, 2025

Startup Fundamentals 2: Developing a Fund Strategy

EvoNexus

### **Unlock Your Startup’s Potential: Join Our Essential Workshop!**

Are you an entrepreneur ready to transform your vision into a successful, fundable startup. [Access Silicon Valley](https://accesssiliconvalley.net/) and [EvoNexus](https://evonexus.org/) invite you to join us for an invaluable 3-hour workshop designed to equip you with the legal and business tools and insights necessary to build a fundable and scalable startup and thrive in the startup ecosystem!

This is the last of three workshops in the **[Access Silicon Valley](https://accesssiliconvalley.net/)** **Startup Fundamental Series** for startup founders, startup executives, entrepreneurs, innovators, and developers. While advantageous to have attended all 3 workshops, this is stand-alone content. You can still attend this program if you missed the first.

*Thank you to our event sponsor,* ***[Snell & Wilmer](https://www.swlaw.com/)****.*

**SEATING IS EXTREMELY LIMITED, SO RESERVE YOUR SEAT [HERE](https://www.eventbrite.com/e/startup-fundamentals-3-understanding-the-terms-in-term-sheets-registration-1055742477169).**

#### CONTENT

In this third workshop of the Startup Fundamentals series, **[Roger Rappoport](https://www.linkedin.com/in/rogerrappoport/)**, a former entrepreneur, founder of Access Silicon Valley, a partner at Snell & Wilmer and co-leader of its Emerging Growth and Venture Capital practice group, will conduct an interactive, informative session with in depth content on the **terms and term sheets for a seed, angel, convertible debt, Safe (pre-money and post-money) and Series A round**.

#### **T**his session will cover:

* When and from whom to take money
* When is an amount raised too much or too little, and the perils of both
* The anatomy of a term sheet
* Understanding the structure of, and the provisions that will most likely be included in, a convertible debt, Safe, angel and venture financing term sheet
* How to arrive at a realistic pre-money valuation
* The impact of term sheets on existing shareholders
* The provisions that will impact control of major and day-to-day decisions at your startup
* The most recent trends relating to: liquidation preferences, participation rights, anti-dilution provisions, pay-to-play provisions, redemption rights, registration rights, rights of first refusal, drag along rights, co-sale rights, among others

#### **Materials:**

A comprehensive **50-page digital workbook** with an **actionable step-by-step guide** will be distributed to all registered event attendees on the day of the event.

#### **Agenda:**

5:00 PM - 6:00 PM - Dinner and networking
6:00 PM - 6:15 PM - Speaker and sponsor introductions
6:15 PM - 7:30 PM - Startup workshop Part A
7:30 PM - 7:45 PM - Intermission
7:45 PM - 8:45 PM - Startup workshop Part B
8:45 PM - 9:00 PM - Q & A

#### **About the Speaker:**

Snell & Wilmer Partner **[Roger Rappoport](https://www.swlaw.com/people/roger_rappoport/),** Co-Leader of the Emerging Growth and Venture Capital Practice Group, is a seasoned advisor to startups and emerging growth companies and the investors who finance them, guiding clients from inception through exit. With over two decades of experience in the startup ecosystem, Roger focuses on venture capital and angel investor financings, including convertible notes, SAFEs, and other debt financings. His knowledge extends to mergers and acquisitions, joint ventures, distribution, development, manufacturing, and licensing transactions, as well as executive compensation and the establishment of equity incentive plans.

He has extensive experience in advising startup and well-established emerging growth companies, primarily in the software, information technology, Internet, fixed and mobile communications technology, cleantech and life sciences sectors. Roger is the co-author of “Investor Agreements in a Financing Transaction” a chapter in Financing California Businesses,” California Continuing Education of the Bar, Co-author of "Considerations for Angel and VC Funded Startups and Emerging Growth Companies Considering a Loan Under the Paycheck Protection Program," and Co-author of “Changes in Convertible Instruments for Early Stage Financings.”

Before attending law school, he was the founder of a technology company with $10 million in revenue.

Questions? Email [Alex Levine](https://alevine@swlaw.com/) at [alevine@swlaw.com](https://alevine@swlaw.com/).

Guevara Dizay-Loftkaer

Startup Fundamentals 3: Understanding the "Terms" in Term Sheets

SnellWilmer

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