Monthly Archives: April 2022

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Y Combinator Shareholder Agreement

Kirsty: Yes. All right. Yes. The 5% and 10% are therefore based on the upper limit of assessment in the SAFE. Assuming that the rated round rating is above the rating ceiling in the SAFE, this is only taken into account in relation to the SAFE and is only associated with existing shareholders. If, in the very rare cases, the price round is below the SAFE valuation cap, SAFE investors will actually get a better deal because they will sell their stake. Their SAFES are converted at the same price as Series A investors, which has a price below the valuation cap. So there is actually potential for an increase in the situation. This percentage may be higher if the price round is valued at a price below the upper limit of the SAFE.

We have a standard agreement for all our investments. We are investing $125,000 in a simple “post-money” agreement for future equity and entering into an agreement with the Company and the Founders that sets out certain policies and rights specific to YC, including a right to invest in future rounds of financing of the Company (the “YC Agreement”). Y Combinator introduced the Safe (simple deal for future actions) at the end of 2013 and has since been used by almost all YC startups and countless non-YC startups as the primary fundraising tool at an early stage. Kirsty: So the question is, does the 10% come from the founders or collectively? And you`ll see right away that this will dilute existing shareholders and SAFE holders, but it doesn`t dilute the new money. Kirsty: That`s right. So the question is that at present, only the founders are watered down. And yes, that`s exactly it, because it`s the construction of post-money SAFE. All the latest news. The latest SAFE investors do not dilute previous SAFE investors. It only dilutes existing shareholders. And at this point, only the founders are the existing shareholders.

Kirsty: Well, in this example. So the question is why they have different post-monetary valuation ceilings. And in this example, you know, it could be for a number of reasons, but in this example, we`re going to assume that it happened maybe a month after the startup and maybe six months after the startup and more in the business and so there`s a little less risk, so the company was able to negotiate a different cap. But things change across the company and it`s perfectly fine to have different ceilings because, as you can see here, you calculate everything separately and then add it up. All right. So one company raised $1 million. The first thing it will probably have to do with this money is to hire people. And if you hire employees, you`re likely to give them some fairness.

So, in this example, at this point, the company creates an option pool, also known as an AESOP or employee incentive plan. There are many different names for this. And in this example, they created a plan or pool that contains 750,000 shares, and they issued out of their 650,000 shares to the first employees. This has now changed their capitalization chart because they have issued shares. And the fact that more shares are being issued means that the capitalization table is changing because we now have more shareholders. And so now we have a total of 10 million shares that. Completely diluted in this case essentially means the combination of issued and deferred commissions in the option pool. So now we have our founders, instead of owning 100%, 92.5% of the company. And the option plan represents a total of 7.5% of the company. But remember these SAFE. So these founders don`t really have 92.5% because they also sold 15% of the company.

And so they actually own less than the 92.5%. They actually own 85%, or about 78.6%. So, again, this is where it becomes dangerous for the founders. When they forget about SAFE, the founders sit there and say, “Well, I own 92.5%. That`s great. I still own a lot of parts of the company. And they have forgotten about SAFE And the dilution they will get out of them. So it`s very important to keep track of how much you sold on your SAFE so you can do that calculation and say, “Actually, I don`t have a 92.5%.

I have 85% because I sold 15% of the company. But it is also true that these figures have been watered down by these SAFE. As you will see in a moment, these numbers are also changing. You can download the safe here: www.ycombinator.com/documents man: What if you had gone crazy and sold 85% of your business and the valuation ended up being lower? What can happen to shareholders? All right. So now we understand SAFE And how they are composed. We will talk about dilution and understand how your capitalization tables work. All right. So we`re going to go through that process. So, we`re going to start our business, which Carolyn talked about from the beginning of the startup school course, I think, so I hope it won`t be anything new for you. Next, we`re going to talk about what happens when you raise money on SAFE, some SAFE post-money, and then we`re going to talk about what happens when you hire people and start spending equity on employees. And then the company will make a price tour.

And then what happens to the capitalization table? And now I warn you. This starts to get into the math part of the whole thing, so turn on your brain and keep focusing. All right. So, induction. So say it`s a very simple company, there are two founders, and they share their shares equally between the two. So, in this example, each founder owns 4.625 million shares. Thus, a total of 9.25 million shares are issued and each founder holds 50%. It`s pretty simple, isn`t it? And at this point, in order for them to own these shares, the founders have done the paperwork, they have granted these shares through a limited share purchase agreement and there is an acquisition on these shares as was discussed with Carolyn earlier in the price. All right. So the next thing that will happen is that this company raises money for a SAFE post-money, and they have collected from two investors. So the first investor comes in pretty early and they invest $200,000 at a valuation cap of $4 million after the money. And then, a little later, Investor B comes in and puts $800,000 at a valuation cap of $8 million after the money.

So, if you remember our formulas, the property that investor A has at this point is the amount of money they have invested, divided by the post-money valuation cap that gives them 5% of the business. The same goes for investor B, 800,000 out of 8 million, which gives them 10% of the company. In total, the founders sold 15% of the company at that time. Even if it doesn`t change the actual capitalization chart because these are not shares at the moment, it`s just a SAFE, it`s just a promise to give shares in the future, the founders should know by this time that they have sold 15% of the company. And if they have sold 15% of the company, they can no longer own 100% of the company. Instead of the founders earning 100% of the company together, they have been diluted by the 15%, so that they fall to 85% of the company. So it`s important to have this in your brain when you`re raising money, because while the cap chart, as I said, doesn`t change, the fact that you just sold 15% of the business is an important fact and it`s an important thing to know because you want to make sure you don`t sell too much of the business. because you know there will be a lot of future fundraising that will work with the company and so there will be more dilution in the future. Is everyone satisfied with how we have reached that 15%? Yes, the question. Equity must be divided evenly, because all the work is in front of you.

We invest in American, Caymanian, Singaporean and Canadian companies. We have founders applying to YC from all over the world, and many have already registered in their home countries. We introduce founders to lawyers who can develop the best process to start a business (or parent company) in a jurisdiction where we can invest. Often, founders retain their original entity as a subsidiary of a new parent company and the original entity will continue to operate in their home country. Man: If you take a bunch of money for bootstrapping. Do you recommend being part of the pre-assessment or should it be..? All right. So when we talk about pre-money and post-money, we`re basically talking about the same thing. It`s just another way to express it, to explain it. And so the formula remains the same for SAFE in both price cycles.

Thus, the pre-monetary valuation plus the amount of money collected corresponds to the post-money valuation of the company. All right. So if you have a $5 million pre-money valuation and you raise $1 million, the company`s post-money valuation is $6 million. All right? And it`s important to remember that right away. .

Work Agreement between Contractor and Owner

Alternatively, this Contractor Agreement may be amended so that the Contractor retains full ownership of the intellectual property, but grants the Company the license to use the Material. Keeping track of who is an employee and who is a contractor ensures that a business is able to properly file tax returns and comply with labour law. 1. The Contractor undertakes to provide all materials and work necessary for the performance of the following Works: [Describe the Work to be performed], as set out in the drawings and described in the specifications created by ______ and provided by the Owner, which are marked by the signatures of the parties to this Agreement and which form part of this Agreement. The U.S. Department of Labor (DOL) and the Internal Revenue Service (IRS) regularly conduct company audits to find employees who have been misclassified as contractors. Under U.S. copyright, the original owner of the copyright in a “commissioned work” is the person who orders the work, not the person who actually created the work. 12. The Contractor undertakes to take out insurance to protect itself against claims for property damage, bodily injury or death due to its performance of this Contract. 10. In the event that the contractor is in default in the continuation of the work due to a case of force majeure, fire, flood or other unavoidable victims; or through labor strikes, late deliveries of materials; or neglecting the owner; The deadline for completion of the work is extended by the same period as the delay caused by one of the above reasons.

15. Attorneys` fees and court costs shall be borne by the defendant in the event that a judgment must and is obtained for the performance of this contract or a breach of this agreement. Privacy is a concern for customers who may entrust private or sensitive information to an independent contractor hired to provide a service to the business. While there are many ways to distinguish an employee from a contractor, here are some of the most common ways an employer (or client) can distinguish between the two types of employees. 3. The Contractor agrees that the various parts of the Work described above will be completed no later than the following dates: [Insert Date] and that all Work described above must be completed no later than ______,, 20__ no later than . Contractors, freelancers or consultants who want a written agreement with their client can create an independent contractor agreement. Similarly, customers, customers or companies that use contractors and wish to define the service contract through a written contract. In a contractor`s contract, you can include conditions to prevent a freelancer from revealing information about your business. There are also conditions on the prohibition of poaching and the non-competition clause in case of conflicts of interest in the industry or competitive risk.

It should be noted that if the contractor does not comply with these conditions, he would be violating the contract. 6. All changes and deviations in the work ordered by the Contractor must be made in writing, the amount of the Contract being increased or decreased accordingly by the Contractor. Any claim to increase labour costs must be submitted by the Contractor to the Owner in writing, and the Contractor`s written consent must be obtained from the Contractor prior to proceeding with the orderly modification or review. 4. The Contractor agrees to provide and pay for all materials, tools and equipment necessary for the timely monitoring and completion of the Work. Unless otherwise stated, all materials must be new and of good quality. (5) In carrying out the work, the contractor shall employ a sufficient number of workers trained in their trade to perform the work appropriately. Section 101 of the Copyright Act defines a “commissioned work” as encompassing the work of employees in the course of employment, including creative works developed by an independent contractor in certain circumstances, such as a translation, a contribution to a collective work, and more. Employers must pay a portion of the payroll tax on employees, while independent contractors file their own personal tax returns. 13. Neither the Owner nor the Contractor has the right to assign any rights or interests under this Agreement without the written consent of the other, and the Contractor does not assign to the Owner or contractor any amount due or due under the terms of this Agreement.

8. The Contractor undertakes to re-perform all Work that does not conform to the drawings and specifications, warrants the Work performed and undertakes to remedy defects resulting from defective materials or workmanship that become apparent within a period of one year after the completion of the Work. 9. The Owner undertakes to maintain all-risk insurance for the work described above in its own name and that of the Contractor during the progress of the work. This Agreement is concluded and concluded on this ____ Implications for the classification of workers as independent contractors may include: 7. The owner, the owner`s representative and the authorities must have access to the work at all times. 11. In the event that the work is delayed due to the negligence of the contractor, the contractor undertakes to pay the owner the sum of __ by __ 14.

This Agreement is interpreted in accordance with the laws of the state ______ For up-to-date forms that cover almost all states and situations, as well as summaries of relevant laws, we strongly recommend that you review them (This should open a new window. Close it when you`re done and you`ll be back here.) The consequences of such misclassifications may vary in severity depending on whether the misclassification is intentional, unintentional or fraudulent. The IRS can also impose additional fines and penalties if it suspects fraud or intentional misclassification of employees. 2. The Owner hereby undertakes to pay the Contractor the sum of __ for the above materials and labor in the following manner: [Describe the method and schedule of payment] In the meantime, the parties shall hand over and seal the aforementioned day and year. The said Parties hereby agree on the following considerations:. . .

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Why Is Poaching Legal

In July 2015, the United Nations General Assembly adopted a resolution (69/314) to combat the illegal wildlife trade. He urged member states to “take decisive action at the national level to prevent, combat and eradicate illegal wildlife trade”. WWF provides technical and scientific advice on the Convention on International Trade in Endangered Species of Wild Fauna and Flora (CITES). WWF and TRAFFIC are studying the routes of illegal wildlife trade, the impact of wildlife trade on certain species, and gaps in wildlife trade laws. This information is essential for CITES and supports new plans to combat illegal wildlife trade. Thousands of wildlife species are threatened by illegal and unsustainable wildlife trade. For example, in recent months, media attention has focused on the plight of the world`s rhino species, which are facing increasing poaching as demand for their horns increases in Asia. In some parts of Asia, rhino horn is considered a powerful traditional medicine used to treat a variety of ailments. Although there is little scientific evidence to support these claims, the dramatic increase in poaching to meet this demand is driving rhinos to the brink of extinction.

In 2013, Tanzania`s Minister of Natural Resources and Tourism urged poachers to be shot on sight to stop the slaughter of elephants. [67] Since December 2016, anti-poaching police units in Namibia have been allowed to retaliate against poachers when they are the target of gunfire. [68] The Botswana government adopted a shooting-to-kill policy against poachers in 2013 as a “legitimate conservation strategy” and “ill-needed,” which reduced poaching to the point where it “virtually no longer exists” in the country and neighboring countries like South Africa should take similar steps to save wildlife from extinction. [69] [70] In May 2018, the Kenyan government announced that poachers would face the death penalty because fines and life sentences “were not sufficiently deterrent to curb poaching, hence the proposed harsher punishment.” [71] Human rights organizations oppose this initiative, but wildlife advocates support it. Save the Rhino, a UK-based wildlife protection organisation, notes that 23 rhinos and 156 elephants were killed by poachers in Kenya between 2016 and 2017. From March 2019, the measure will be implemented by the Kenyan legislator. [72] Another solution to mitigate poaching proposed in Tigers of the World was to implement a multilateral strategy targeting different parties to conserve wild tiger populations in general. This multilateral approach involves working with different authorities to combat and prevent poaching, as organized crime syndicates benefit from poaching and tiger trafficking; Therefore, there is a need to raise awareness in society and to use more protection and investigative techniques. For example, conservation groups sensitized park rangers and local communities to understand the impact of tiger poaching – they achieved this through targeted advertising that would impact the mainstream audience. Targeted advertising with more violent images to show the inequality between tigers in the wild and as a commodity has had a huge impact on the general population to combat poaching and indifference to this problem.

The use of speakers such as Jackie Chan and other famous Asian actors and role models who campaigned against poaching has also helped the tiger conservation movement. [33] Since the 1980s, the term “poaching” has also been used to refer to the illegal harvesting of wild plant species. [5] [6] In agriculture, the term “poaching” also applies to the loss of soil or grass due to adverse effects on farm animals` feet, which can affect the availability of productive land, water pollution through increased runoff, and animal welfare issues for cattle. [7] Cattle rustling, as in cattle rustling, is classified as theft, not poaching. [8] Poverty appears to be a major push to encourage people to poach, affecting both people in Africa and Asia. For example, in Thailand, there are anecdotal reports of a desire for a better life for children, prompting rural poachers to take the risk of poaching even if they don`t like to exploit wildlife. [33] Removal of animals from a nature reserve in tweets such as a national park, game reserve or zoo. The removal of animals or plants from regulated land is illegal. Poaching, like smuggling, has a long history in the UK. The verb poach is derived from the Middle English word pocchen, which literally means “bagged”, enclosed in a pocket linked to “pocket”. [17] [18] In “Pleas of the Forest”, violations of the strict Anglo-Norman forest law, poaching was reported without passion for England.

[19] William the Conqueror, who was a great lover of hunting, established and applied a system of forest law. This was done outside the common law and served to protect wildlife and its forest habitat from hunting by ordinary people in England and to retain hunting rights for the new French Anglo-Norman aristocracy. From then on, hunting for game in the royal forests by commoners, i.e. poaching, was invariably punishable by death by hanging. In 1087, a poem entitled “The Rime of King William”, included in the Peterborough Chronicle, expressed English indignation at the strict new laws. Poaching has been romanticized in literature since the days of Robin Hood`s ballads as an aspect of Merry England`s “greenwood”; In one story, Robin Hood is depicted as offering King Richard the lion-hearted game of deer illegally hunted in Sherwood Forest, with the king neglecting the fact that this hunt was a capital crime. The widespread acceptance of this common criminal activity is summed up in Guillaume Budé`s observation Non est inquirendum, unde venit wild (“We must not ask him where the game comes from”) in his Traitte de la vénerie. [20] However, the English nobility and landowners have been extremely successful in the long run in enforcing the modern concept of property, which e.B. in the enclosures of the common lands and later in the Highland Clearances, both of which were forced displacements of people from traditional land leases and once ordinary land. In the 19th century, laws such as the Night Poaching Act 1828 and the Game Act 1831 emerged in the UK, as well as various laws elsewhere. In rural Areas of Africa, the main motivations for poaching are the lack of employment opportunities and the limited potential for agriculture and livestock.

The poor depend on natural resources for their survival and generate money from the sale of bushmeat, which attracts high prices in urban centers. The body parts of wild animals are also in demand for traditional medicine and ceremonies. [10] The existence of an international market for wild animals implies that well-organised gangs of professional poachers invade vulnerable areas for hunting and that crime syndicates organise the trade in wildlife body parts through a complex network of networks with markets outside their respective countries of origin. [29] [30] Armed conflicts in Africa have been linked to increased poaching and the decline of wildlife in protected areas,[31] likely reflecting the disruption of traditional livelihoods that leads people to seek alternative sources of food. TRAFFIC highlights many poaching areas and trade routes and helps combat the smuggling routes that poachers use to transport ivory to areas of high demand, particularly in Asia. [58] According to Frederick Chen, there are two main solutions that would address the supply of this poaching problem to reduce its impact: enforce and adopt more conservation policies and laws, and encourage local communities to protect the wildlife around them by giving them more land rights. [35] In 1998, environmental scientists at the University of Massachusetts Amherst proposed the concept of poaching as an environmental crime, defining as illegal any activity that violates laws and regulations protecting renewable natural resources, including the illegal harvesting of wild animals with the intent to possess, transport, consume or sell them and use their body parts. They saw poaching as one of the biggest threats to the survival of plant and animal populations. [6] Wildlife biologists and conservationists believe that poaching harms biodiversity inside and outside protected areas as wildlife populations decline, species are depleted locally, and the functionality of ecosystems is disrupted. [10] In the United States, poaching was not considered a serious problem until the twentieth century, as there was a vast area of undeveloped land with abundant sources of fish and game. .