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Tina
Tina, Lawyer
Category: Real Estate Law
Satisfied Customers: 5436
Experience:  17 years of legal experience including real estate law.
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Richard: I am putting an agreement in place and have a

Customer Question

Hello, Richard:I am putting an agreement in place and have a question. I am asking for 30% equity in a business concern. The 30% payout would not be triggered unless there was an "Equity" event at the company. I would like to make sure that the 30% cannot be diluted. Does this working fit the bill?The 30% Equity Grant will not be subject to dilution in the same manner as an equivalent membership interest in LeadMaster would be, such as in the event of LeadMaster issuing a new membership interest to an investor. The Equity Grant represents an economic interest in LeadMaster that is triggered by a Liquidity Event, and will not entitle Consultant to vote with members of LeadMaster or to have any other governance rights related to LeadMaster. The terms of the Equity Grant will be set forth in a separate agreement between LeadMaster and Consultant.
Submitted: 1 month ago.
Category: Real Estate Law
Customer: replied 1 month ago.
Here the entire clause, outlining the Equity terms...
5. SPECIAL EQUITY PARTICIPATION. LeadMaster grants Consultant the economic equivalent of a membership interest in LeadMaster in the amount of 30% of LeadMaster’s total equity, as further described below (the “Equity Grant”).The 30% will vest and become payable to Consultant immediately prior to the occurrence of a Liquidity Event (defined below.)A "Liquidity Event" means the occurrence of any of the following events with respect to LeadMaster Operating Company.Consummation of (a) any consolidation or merger of LeadMaster in which the membership interests of LeadMaster would be converted into cash, securities or other property, other than a consolidation or merger of LeadMaster in which holders of its membership interests immediately prior to the consolidation or merger have substantially the same proportionate ownership of the surviving entity immediately after the consolidation or merger as immediately before, or (b) a sale, lease, exchange or other transfer (in one transaction or a series of related transactions) of all or substantially all the assets or membership interests of the company.The 30% Equity Grant will not be subject to dilution in the same manner as an equivalent membership interest in LeadMaster would be, such as in the event of LeadMaster issuing a new membership interest to an investor. The Equity Grant represents an economic interest in LeadMaster that is triggered by a Liquidity Event, and will not entitle Consultant to vote with members of LeadMaster or to have any other governance rights related to LeadMaster. The terms of the Equity Grant will be set forth in a separate agreement between LeadMaster and Consultant.
Expert:  Richard replied 1 month ago.

Hi! My name is Richard & I will be helping you today! It will take me a few minutes to type a response to your question. Thanks for your patience!

Expert:  Richard replied 1 month ago.

Hi there. I'm traveling today through the weekend and won't be able to focus on this timely for you. Therefore, I am going to opt out to open your question up to all experts so another expert can hopefully timely provide you the information you seek. Please do not respond to this post as it will only slow the process of such an expert picking up your question. Take care. I'm sorry!

Expert:  Damien Bosco replied 1 month ago.

Are you still looking for help on your question?

Customer: replied 1 month ago.
Hello, Damien. I am all set. Thanks for the follow-up.
Expert:  Damien Bosco replied 1 month ago.

You are welcome.