Excerpted with permission from Chris McDemus’ blog, VC Deal Lawyer
If you’ve raised money, borrowed venture debt, made a sale to a customer or sold your company – or, for that matter, negotiated any agreement whatsoever with a third party – then you’ve already encountered the proverbial “blackline”. This term refers to an agreement format that reveals (or highlights) modifications to an earlier version (see the picture above for a simple example). I’ve never seen a first draft that turned out to be the last draft. Most, if not all, agreement negotiations are going to result in multiple versions and the need to compare one version against another to understand the differences. If you haven’t already seen a blacklined agreement, then it’s only a matter of time.
My goal with this post is to lay out a simple framework, one that will reduce confusion, hopefully create some efficiencies and eliminate the chance of disclosing meta-data, thus allowing you to devote your time to getting the deal (whatever it is) closed. Work more intelligently and efficiently with your lawyer using the following guidelines.
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