Back-Up Certificate

A back-up certificate is a certificate (i.e., document) a startup will issue to its legal counsel whereby the President or CEO of the startup certifies as to various facts that legal counsel will need in order to properly issue an opinion letter as part of a venture capital financing transaction.

A back-up certificate is not a document that is part of the deal documents of a venture capital financing and usually stays internal between the startup and its legal counsel.


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