Model Legal Documents

The NVCA Model Legal Documents serve as the industry-embraced model documents to be used in venture capital financings.

What’s new: Most recently, NVCA revised the model documents to reflect evolving market norms on key deal terms, address updates to the Delaware General Corporation Law (DGCL), and recent case law. Moreover, they provide additional guidance on timely topics, including the adoption of Diversity, Equity, and Inclusion (DEI) policies, generative AI, direct listings, and trade and economic sanctions. 

The revised documents include: 

  • Certificate of Incorporation 
  • Stock Purchase Agreement 
  • Investors’ Rights Agreement 
  • Voting Agreement 
  • Right of First Refusal and Co-Sale Agreement 

Enhanced Model Legal Documents

In partnership with Aumni, a leading provider of investment analytics for the private capital markets, NVCA offers a new Enhanced Model Term Sheet v.3.0 and a new Enhanced Investors’ Rights Agreement, each with an embedded market analysis of deal term frequency and usage.

Why it matters: NVCA’s FREE Model Legal Documents democratize access to key insights. With significant growth in global VC investment, access to actionable analytics has never been more critical for the private market.

The documents enhance the venture ecosystem by:

  • Reducing transaction costs and time
  • Establishing industry norms
  • Avoiding bias toward the VC or the company/entrepreneur
  • Presenting potential options, reflecting a variety of financing terms
  • Including helpful explanatory commentary
  • Anticipating and eliminating traps for unenforceable or unworkable provisions
  • Providing a comprehensive set of internally consistent financing documents

Have comments or suggestions? The General Counsel Advisory Board meets approximately once annually to review and revise the documents to reflect any legal developments. Document users may send feedback by emailing Christina Martin.


Disclaimer: Each document is intended to serve as a starting point only and should be tailored to meet your specific requirements. These documents should not be construed as legal advice for any particular facts or circumstances.