The SAFE

A Simple Agreement for Future Equity issued by Arrochar Consulting Pty Ltd, trading as Arrochar Labs.

This is the agreement every investor in the round signs. Scroll through the whole instrument below or download it. Each investor's Schedule 1 carries their name, purchase amount, discount and valuation cap; the key terms we are offering are set out first.

Download the SAFE (PDF)Open in a new tab

Pre-seed fund raise

Key terms, at a glance

Ask: US$750k on a SAFE
Valuation cap: US$3.0m
Post-money: US$3.75m, about 20%
Minimum ticket: US$25k

Instrument: Post-money SAFE
A right to be issued shares in exchange for the purchase amount; no interest, no maturity date.
Issuer: Arrochar Consulting Pty Ltd
ACN 624 705 531, trading as Arrochar Labs; executed by two directors under section 127 of the Corporations Act 2001 (Cth).
Purchase amount: US$25,000 minimum
Schedule 1, item 4, set per investor. The round targets US$750k with a US$500k minimum close.
Discount: None
Schedule 1, item 5. Conversion is at the valuation cap.
Post-money valuation cap: US$3.0m
Schedule 1, item 6. US$2.5m if the round closes at the US$500k minimum.
Currency: US dollars
Every amount in the round is in US dollars. The form of agreement below reads dollars as Australian currency (clause 1.2(i)); the executed instrument states US dollars.
Conversion: On a qualifying financing
Clause 3: shares in the class the priced round issues, at the purchase amount divided by the SAFE price.
Exit event: Cash or shares, investor's election
Clause 4: the purchase amount back in cash, or ordinary shares at the SAFE price, on a sale, listing or similar event.
Insolvency: Purchase amount repaid first
Clause 5: paid in priority to shareholders, pro rata among SAFE holders.
Rights before conversion: None
Clause 9: no voting, dividend or pre-emptive rights until shares are issued; clause 8 adjusts for any share split.
Who can invest: Sophisticated or professional investors
Clause 11.2(d): the investor confirms it is one under the Corporations Act, and that it has taken or waived independent advice.
Governing law: New South Wales, Australia
Clause 12.3.

The terms above summarise the instrument and the round as offered; the signed agreement prevails over this page. Terms are indicative until an instrument is executed. Nothing here is an offer of securities or financial product advice; see the important information on the investors page and take your own advice before investing.

Read it in full