Question
I signed a contract using KISS - it´s a standard template used for early stage startup to receive investments. You can find the contract on the links below. The contract is governed by the law of California however, I, the investor resides in Canada whereas the founder resides in Israel and neither of us have any physical tie to the usa at the moment.
Investor location: Canada
Founder location: Israel
SAFE is another contract that was considered in the negotiation.
** subquestions: **
*1 - Should the contract abides by the country of residence of the investor or the founder?
*2 - Could we use SAFE(y-combinator template) or KISS(500 startup template) documents if neither the investor nor the entrepreneur resides in US?
*3 - If we used SAFE(y-combinator) or KISS(500) document out of ignorance and sent/received the invesment, is the contract still valid?
*4 - if the contract is not valid but the fund were sent/receive, should a new contract be negtotiated and the fund returned to the owner?
SAFE contract link: https://www.ycombinator.com/docs/SAFE_Cap_Discount.rtf
KISS contract link:https://500startups.app.box.com/s/wxkh7gqyqsfmoxixk7vm
I plan on hiring a lawyer. However, I wanted to be better informed and save some $ if possible.
Answer
I would make the contract relevant in the country wherein the the company is incorporated. It will allow you to use the same legal team to resolve any of the issues. You should also only be using one of the "big 5" firms: Greenberg, Cooley, Sonsini, Gunderson etc. They usually have representative offices in most of these countries and you get the efficiency of keeping everything under one roof.
There are many other efficiencies of using these large firms that already service most VCs, funds, startups. They understand the ecosystem, work well together and can give way to strategic business introductions (investment, partnership, acquisition).
