VC Deal Negotiation: co-founder leaving before cliff

I publish illustrative scenarios prepared by my practice. All participants and conversations are fictional. The fictional posts are not posts by real users, accounts of client experiences, or reports of actual results.

Illustrative scenario prepared by my practice.

For informational purposes only. This is not legal advice. Laws vary by jurisdiction. Consult a qualified attorney for advice specific to your situation.

Hypothetical question

Sorry for the wall of text. I've been trying to resolve this on my own but I'm stuck.

co-founder leaving before cliff. I've been dealing with this for about 12 months now and the situation isn't improving.

I have already tried to resolve this directly but got conflicting advice.

Am I overthinking this or is this a real legal issue worth pursuing?

Illustrative response

Have you considered the tax implications of different entity types?

VC Deal Negotiation: co-founder leaving before cliff

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