blegal.ai

Legal intelligence for Silicon Valley founders, investors, and technology companies — written by a practitioner who has seen it from both sides of the table.

Tools
Interactive
Series Seed Term Sheet
Annotated, collapsible term sheet with plain-English commentary on every clause — option pool, conversion mechanics, board composition, protective provisions, drag-along. Built on the NVCA framework.
Open term sheet
Excel Model
Liquidation Waterfall Calculator
Model who gets paid what in an all-cash acquisition. Input your cap table, deal size, debt, and liquidation preferences. Yellow cells are your inputs — the waterfall calculates automatically. Includes participating vs. non-participating toggle.
Download .xlsx
Excel Model
Series Seed Cap Table Proforma
Model your post-money cap table with SAFE and note conversion mechanics, the option pool shuffle, and per-holder ownership percentages. Yellow cells are your inputs — all formulas show their work.
Download .xlsx
SAFE & Venture Capital
SAFE
Post-Money SAFEs: How They Work, How They Convert, and Why They’re a Pain in the #@@!
SAFE
How Do SAFE Valuation Caps Work?
M&A
How Are Acquihires Structured in Silicon Valley?
Tax
QSBS and Section 1202 for California Founders
Venture
How Should Founders Prepare for Series A?
Regulatory
CFIUS Review for AI Startups
Cross-Border
Cross-Border Startup Structures: Silicon Valley and India
SAFE / Debt
Convertible Notes vs. SAFEs: Why Founders Almost Always Come Out Worse With Debt
Equity
What Is a 409A Valuation?
Cap Table
How Does the Option Pool Work at Series A?
Term Sheet
What Is Anti-Dilution Protection?
Governance
Delaware’s Governing Class Is Getting New Armor: What the 2025 Amendments Mean for Founders
Litigation
The Fraud Wave: Criminal AI Washing, Venture-Backed Misconduct, and What the Litigation Data Show
IPO & Public Markets
Governance
Joining an Audit Committee: Pre-IPO Directors
Governance
Joining a Compensation Committee: Pre-IPO Planning
Governance
Joining a Governance Committee: Pre-IPO Essentials
Equity
RSUs vs. Stock Options for Pre-IPO Companies
Equity
Double-Trigger RSU Vesting for Pre-IPO Companies
IPO
Direct Listing vs. Traditional IPO: Price Discovery
Secondary
Secondary Sales Pre-IPO: Founders and Employees
Tax
Tax Issues in IPO Planning for Startup Founders
Governance
Pre-IPO Corporate Governance for Technology Companies
Compliance
SOX Compliance and Internal Controls for Pre-IPO Companies
IPO
Lock-Up Agreements and Post-IPO Trading Restrictions
IPO
How to Select Underwriters and Manage the IPO Process
IPO
S-1 Registration Statement: Key Sections
Equity
Equity Compensation Plan Design for Pre-IPO Companies
Regulatory
Emerging Growth Company Status and JOBS Act Benefits
M&A & Transactions
M&A
The Liquidation Waterfall: Who Gets Paid, In What Order, and What’s Usually Left for Common
M&A
Employee Equity in Acquisitions: Vested Stock, Options, RSUs, Unvested Grants, and the Tax Situations Nobody Explains
Delaware
Delaware Section 144 Safe Harbor Amendments
Delaware
Delaware Section 220 Books and Records Amendments
M&A
Management Carve-Out Plans in Technology M&A
M&A
Representations and Warranties in Technology Acquisitions
M&A
Indemnification and Escrow in Technology M&A
M&A
Material Adverse Change Clauses in M&A Transactions
M&A
Earnout Structures in Technology Acquisitions
M&A
Working Capital Adjustments in Technology Acquisitions
M&A
M&A Deal Structure: Stock Sale vs. Asset Sale vs. Merger
M&A
Due Diligence Checklist for Technology Acquisitions
Cross-Border
How to Convert an Indian Company into a US Company
Tax
Cross-Border Tax Considerations in International M&A
Contracts
Joint Development Agreements for Technology Companies
Restructuring
ABC vs. Chapter 7 Bankruptcy for Startups
Tax
Irish IP Tax Structures for Technology Companies
M&A
When Definitions Become Traps: Post-Closing Purchase Price Adjustments in M&A
Fund Formation
Fund
What a Venture Fund Actually Is (And What the Documents Won't Tell You)
Fund
The LP Agreement: What Gets Negotiated Before the Fund Opens Its Doors
Fund
How Venture Funds Value Your Company (And Why the Number Is a Judgment Call Until It Isn’t)
Fund
SPVs and Sidecars: When Your VC Wants More of You Than the Fund Can Hold
Regulatory
ERA vs. RIA: The Registration Mistake New Fund Managers Make Before They’ve Raised a Dollar
Regulatory
The Exemptions That Keep Venture Funds Out of SEC Registration (And the Lines You Cannot Cross)
Fund
How a Hedge Fund Actually Works: Structure, Economics, and Why It Is Nothing Like a VC Fund
Licensing & Contracts
Contracts
SaaS Contracts: The Clauses That Will Cost You After You’ve Already Signed
Regulatory
Fintech Licensing: The Regulatory Maze Nobody Explains Until You’re Already Inside It
Licensing
Semiconductor IP Licensing: Why Your Design Is Never Entirely Yours
AI
AI Licensing: Who Owns the Model, the Data, and the Output Is Still Being Litigated
Licensing
Hardware Licensing: The IP Exposure in Your Bill of Materials That Nobody Checked
Contracts
Source Code Escrow: What It Is, When It Actually Matters, and When It’s Just Theater
Legal Technology
AI & Law
When Your Lawyer Uses AI, Your Confidential Information Has a New Audience
AI & Law
Is Your AI Practicing Law Without a License? The Answer Is More Complicated Than You Think
AI & Law
AI in the Courtroom: What Lawyers Can Use, What They Can’t, and What Can Go Very Wrong
AI & Law
The Future of AI in Law: What’s Actually Coming, What Stays Human, and What to Ask Your Lawyer
AI & Law
The AI Mirror: How Shared Legal Tools Create a Negotiating Advantage in M&A
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