Venture Capital & Financings
Counsel for founders and investors — from first-check SAFEs through Series A, B, and C priced rounds.
Founder-side and investor-side
We represent both founders raising capital and the funds and strategics writing the checks. Most engagements are founder-side — early-stage companies at the SAFE or convertible stage, and venture-backed companies closing priced rounds. We also represent emerging-manager venture funds and family offices on a recurring portfolio-investment basis.
Representing both sides sharpens our judgment. We know what investors will push back on, what concessions are reasonable at each stage, and what terms cost nothing to give and what terms matter.
Scope of representation
Financing documents and processes we handle regularly:
- SAFEs (Y Combinator post- and pre-money forms) and convertible notes
- Priced seed rounds using NVCA-style or lightweight seed documentation
- Series A, B, and C preferred stock financings with full NVCA package (charter, investors’ rights agreement, voting agreement, right of first refusal and co-sale)
- Bridge rounds, secondaries, and structured equity (participation rights, super-pro-rata, tranched rounds)
- Founder-side structuring before the first institutional round (cap table cleanup, founder stock re-vesting, 83(b), FF preferred)
- Investor-side term sheet negotiation, diligence, and closing
Our approach
Venture financings are one of the few areas of corporate law where the documents are largely standardized. The value isn’t in drafting from scratch — it’s in knowing which term-sheet points to negotiate, which to concede, and how the deal will actually run from signing to closing. We’ve been on both sides of hundreds of these deals and we’ll tell you when a term is off-market and when it isn’t.
We also think past the current round. Every financing affects the next one — pre-money discussions, option pool sizing, anti-dilution mechanics, protective provisions — and we build each round with the trajectory toward exit in mind.
Frequently asked.
What’s the difference between a SAFE and a convertible note?
Both defer the equity conversation to a later priced round. A convertible note is a debt instrument — it accrues interest and has a maturity date. A SAFE (Simple Agreement for Future Equity) is not debt — no interest, no maturity — which makes it simpler and faster to close. Founders generally prefer SAFEs; some investors still prefer notes for tax or portfolio-accounting reasons. Terms that matter in both include the valuation cap, the discount rate, the MFN (most-favored-nation) provision, and what happens on a change of control before conversion.
When should a startup use priced-round docs instead of SAFEs?
The practical inflection is usually when the round size crosses roughly $2–3 million and a lead investor is setting the price. At that scale, investors generally want priced preferred stock with protective provisions and board rights — the things a SAFE doesn’t give them. Founders sometimes prefer to extend the SAFE phase longer to defer the valuation fight and keep legal costs down; the tradeoff is cap-table complexity (stacked SAFEs with different caps) and the deferred dilution impact when they finally convert.
Do you represent venture funds as well as founders?
Yes. We represent emerging-manager funds, family offices, and strategic investors on their portfolio investments, and we advise them on diligence, term-sheet negotiation, and closing. Representing both sides keeps our market sense calibrated. When there’s any risk of conflict, we screen engagements and decline as required.
What’s a typical legal budget for a Series A?
Seed and Series A priced rounds typically run in the mid-five figures in total legal spend for the company, with a portion reimbursed by the lead investor under the term sheet’s legal-fee cap. Larger or more complex rounds (multi-class preferred, strategic participants, regulated industries) run higher. We share a fee estimate up front and flag any scope drift early.
Ready to talk?
Tell us a bit about what you’re working on. We’ll come back within one business day with a clear sense of fit, scope, and budget.
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