Financing Term Sheet Deep Dive: An Overview

Whether you’ve only recently decided to seek out capital for your business or have already received (or made) your first offer, the term sheet (or “letter of intent”) is an integral part of the process.  In this series we’ll look to shed some light on the legal language contained in a financing term sheet by taking a “deep dive” into the most often used terms and how choices made in selecting those terms can affect both the Company and the Investor.  

Financing Term Sheet Deep Dive will be published each Monday morning until conclusion. For more information, check out or drop Rick a line at


One of the primary times that a client will seek out my advice is when they are faced with reviewing (or drafting) a term sheet for the sale (or purchase) of a company’s stock. For those who have not gone through the process, the notion of a term sheet (a document that lays out the basics of a proposed transaction but not in sufficient detail to actually effect the sale) can seem a little odd or even antiquated.  What good is a document that expressly states that it is “non-binding”, after all?

The easiest answer, like many things in the law, is that offering a term sheet before drafting definitive documents is simply the way things are done.  But, while true, that answer is not only pat (and somewhat unhelpful), it is also incomplete.

Continue reading “Financing Term Sheet Deep Dive: An Overview”

Start-Up Entrepreneur Series: Where Should I Form My New Business?

In the Start-Up Entrepreneur Series, I will be taking a deeper look into some of the most common questions early stage founders face in putting together and operating their new businesses. For more information, check out or drop Rick a line at

One of the most common questions I receive from folks looking to start their first business (or who were not previously included in organizational discussions) is “Where should I form my Company?”.

Like most legal questions, the answer can be complicated (and must always be tailored to the specific facts and circumstances at hand), but there are a few “rules of thumb” that should be considered at the start.

Continue reading “Start-Up Entrepreneur Series: Where Should I Form My New Business?”

Start-Up Law and Game Development: The Ann Arbor Game Developers Forum

Well, it looks as though I am officially one of those blog folks who posts (infrequently) primarily to apologize for not posting.  Sorry about that.  Cliche though it may be, starting a new law firm and building up a practice is not as worry-free and leisurely as one might expect.  Still, I’m going to do my best to post here more regularly, as being out there and involved in the community is one of the major reasons I started Hoeg Law.

Which brings me to the reason for this post.

I was recently invited to a wonderful gathering of both current and burgeoning game developers at SPARK East in Ypsilanti, Michigan to talk for a bit on why and when new entrepreneurs might need to consult with a corporate lawyer.  I entitled this presentation “Virtual Legality” and have included a copy below.  Though perhaps a little dry without the speechifying that accompanies it (and who doesn’t love to hear lawyers talk), it does present a good overview of what to look out for when starting a business, whether that business be in game development or widget manufacture.

Continue reading “Start-Up Law and Game Development: The Ann Arbor Game Developers Forum”