[jasonkwon]

I'm going to answer this question a little differently, because enforceability can also depend on facts and circumstances. Think of the binding / non-binding distinction as more of a social commitment signal. The No Shop means that once the company and investor both sign, they're pledging to work together to figure out this deal along these high level terms for the next 30 days. They've made a commitment to each other. Venture is a relatively small community and going back on your word gets around. Social consequences can be just as bad as legal ones.

[entity345]

Well yes... It is a promise.

Your reply suggests that it's not binding ('legally' binding, obviously).

[jasonkwon]

It can be legally binding.

[entity345]

Ok... So how would you enforce it? It does not seem to form a contract.

I realise that this is mostly US law and that my limited knowledge relates to British law. So with that in mind, my understanding is that a simple promise is basically not legally enforceable.

[sethbannon]

It can be enforced with a lawsuit like this, when an investor doesn't care as much about their reputation with founders: https://www.bloomberg.com/news/articles/2018-04-25/crypto-bi...

[entity345]

I'm sorry but that does not answer my question at all.

It's quite obvious that a legal dispute may be settled in court. We do not know the details of the case you quoted so it's difficult to comment.

I'm asking specifically about the template that is posted here because it looks like a simple promise and, as mentioned, these have no value in many jurisdictions. I suppose I'm asking how it works in Delaware, basically.

I suspect that the first reply I got is actually it...

[hobbyjogger]

> In many jurisdictions of the United States, promissory estoppel is an alternative to consideration as a basis for enforcing a promise. It is also sometimes called detrimental reliance.

Wiki: https://en.wikipedia.org/wiki/Estoppel#Promissory_estoppel_2

PDF: https://chicagounbound.uchicago.edu/cgi/viewcontent.cgi?refe...