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Investor: [Investor's Name]
Startup: [Startup Name]
Date: [Date]
1. Investment Amount: The Investor agrees to invest $100,000 USD (the “Investment Amount”) in the Startup, pursuant to the terms and conditions of this SAFE.
2. Valuation Cap: The SAFE will have a valuation cap of $5,000,000 USD (the “Valuation Cap”). This means that in any future equity financing round in which the Company issues equity securities, the Investor's SAFE will convert into equity at a price per share no greater than the Valuation Cap, subject to any applicable discount.
3. Discount Rate: The Investor will receive a 20% discount (the “Discount Rate”) on the price per share of the Company's equity securities issued in the next qualified financing round following this investment, or in the event of a qualifying transaction as defined in this SAFE.
4. Qualifying Financing Round: A “Qualifying Financing Round” is defined as an equity financing round in which the Company raises at least $1,000,000 USD in aggregate gross proceeds. It does not include debt financings, convertible notes, or SAFE offerings.
5. Conversion: Upon the occurrence of a Qualifying Financing Round or a qualifying transaction, the Investor's SAFE will convert into equity in the Company at a price per share determined by applying the Discount Rate to the price per share in the Qualifying Financing Round, provided that such price per share does not exceed the Valuation Cap.
6. Maturity Date: This SAFE does not have a maturity date, and there is no obligation for the Company to repay the Investment Amount unless a triggering event as defined in this SAFE occurs.
7. Governing Law: This SAFE is governed by the laws of [State/Country], without regard to its conflict of laws principles.
8. Other Provisions: This SAFE may contain other customary provisions, including representations and warranties, covenants, and dispute resolution mechanisms, as negotiated between the parties.
9. Signatures: This SAFE is executed as of the date first above written.
Investor: Signature: _ Printed Name: _
Startup: Signature: _ Printed Name: _