August 28, 2020

Venture Capital: NVCA Model Docs Updated

The National Venture Capital Association recently updated a number of its model legal documents. This Crowell & Moring memo has the details on the changes. This excerpt highlights which documents have been revised:

Updates were made to the following NVCA Agreements: (1) Term Sheet, (2) Certificate of Incorporation, (3) Stock Purchase Agreement, (4) Investors’ Rights Agreement, (5) Voting Agreement, (6) Right of First Refusal and Co-Sale Agreement, (7) Management Rights Letter, (8) Indemnification Agreement and (9) Model Limited Partnership Agreement Insert – Language Regarding CFIUS.

Finalization of the regulations implementing FIRRMA’s changes to CFIUS’s jurisdiction and review process was apparently one impetus for the changes. The memo notes that a number of non-CFIUS related changes in deal terms and governance provisions were made as well, and it reviews each of those changes.  Copies of the updated model documents are available for free on the NVCA’s website.

John Jenkins