3 years after the JOBS Act was passed, the landscape for raising private capital has completely changed. Seasoned corporate and securities attorneys from Fairfield and Woods, P.C., Gil Selinger and John Leonard, will discuss the pitfalls and perils of using general solicitation, general advertising, or a web portal operated by a broker-dealer. such as Circle Up and Angel List, as well as crowdfunding. They will delve into the problems in determining who can, and who cannot participate in your capital raise, without running afoul of the securities laws. Mr. Selinger and Mr. Leonard will also discuss the typical contractual terms that their startup clients are seeing from broker-dealers or web portals such as Circle Up and Angel List, including fees, content review, and those terms that can be negotiated or carved out, including a list of excluded investors that you already know.