# Awake Priced Round Preparation Guide

## Commercial Terms

Company, financing owner and counsel: [names]. Proposed round and dated capitalization: [records].

## Official models

Use current NVCA model documents as a starting point for counsel-led preparation. Select the actual charter, stock purchase, investor-rights, voting and right-of-first-refusal/co-sale instruments applicable to the deal. External licenses and attribution remain with their publishers; these are not republished Awake agreements.

## Reconciliation

Review founder protections, board rights, consent thresholds, vesting, transfer/drag terms, existing SAFEs/notes, pool changes and disclosure schedules together. Identify every amendment and affected-holder consent. For a holding structure, coordinate LLC approvals with corporate financing; an investor does not silently join the founder LLC.

## Closing

[Approvals; signatures; disclosures; conditions; consideration/cash evidence; conversions; issued shares; post-close cap table; filings/reporting; records owner]. Distinguish legal documents from checklist completion. Keep executed confidential records out of the public library.

## Sources

- [NVCA model legal documents](https://nvca.org/model-legal-documents/)
- [Cofounder financing data room](../../docs/data-room/)