Legal Work For Startups

Formation & Starting Up

To launch your startup, you need to form a company to limit liability, open business bank accounts, enter into agreements with customers and suppliers and to file taxes. You will need the most-appropriate and tax-beneficial structure and develop the appropriate corporate and equity issuance documents, plan your class of stock, develop your capitalization table and ensure your startup maintains ownership of its core intellectual property.

Examples of equity-related legal work and documents include:

• Subscription Agreements
• Restricted Stock Purchase Agreements (with or without vesting)
• Intellectual Property Assignment Agreements (for startup founders)
• Stock Certificates
• Stock Ledgers

CORPORATE Governance

Startups routinely engage board and management advisors to help build the company and offer them equity in return. At times, startups need to repurchase stock from departing founders. We can assist such stock grants and repurchases and prepare the necessary corporate resolutions and documents.

Examples of corporate governance legal work and documents include:

• Advisor Agreement
• Stock, Options and RSU Grants
• Board and Stockholder Consents
• Manager and Member Consents
• Stock Repurchase Programs
• Director and Officer Resignations
• Board Restructuring

Capital Raising & Financing

Startup companies need to take a distinctive path to raising funds. You need will guidance on planning, structuring, documenting, and executing seed financing rounds of capital raising from angel investors, friends, and family. We help founders by striking a balance between the need to raise seed capital quickly and cost-effectively and the need to avoid pitfalls that can lead to costly, intractable problems down the road.

We will help you develop a roadmap for financing, including a cost-of-capital analysis and valuation (through our preferred vendor). You will also need advice on picking the right financing instrument for debt or equity financing such as promissory and convertible notes, SAFE, preferred equity, warrants, and options. We can also guide you through the legal process of working with incubators, angel investors, and venture funds, both domestically and internationally. If you’re working with a broker, we can review any agreement or engagement letters to make sure your best interests are being met.

Issuance of any debt, equity or investment contract trigger US tax and federal and state securities laws (called “blue-sky laws”) and the necessity to find the right private placement exemptions.

Examples of private placements exemptions under US federal securities laws include:

• Regulation CF (Equity Crowdfunding)
• Regulation D (Section 4(a)(2), Rule 506(b) and 506(b))
• Regulation S (for foreign offerings)

At times, startups may be able to raise money from traditional and alternative lenders in the form of commercial loans (e.g. bridge loans). We can work with such lenders to help negotiate loan facilities, guarantees, letters of credit and related security interests and liens (including intellectual property liens and assignments).

Intellectual Property

Whether it’s a physical invention or digital innovation, your intellectual property deserves protection. We bring a multidisciplinary approach to developing your intellectual property development and protection strategy (e.g. trademark and patent registrations with USPTO). You will also need to consider the regulatory landscape around data protection and privacy and develop policies and compliance programs.

Examples of intellectual property legal work and documents include:

• Confidentiality and Nondisclosure Agreements
• Trademark Registration
• Patent Registration
• Copyright Registration
• Technology Assignment Agreement
• Assignment of Employee Inventions
• Data as IP and Data License Agreements
• International Trademark Protection
• Trademark License Agreements
• Trademark Searching and Clearance
• Domain Name Transfer Agreement
• Joint Development Agreement
• Patent Acquisition and License Agreements
• Children’s Online Privacy: COPPA Compliance
• Digital Millennium Copyright Act (DMCA)
• Open-Source Software Licenses
• Software as a Service (SaaS) Agreements
• US Privacy and Data Security
• Website Development Agreement
• Website Terms of Use

Commercial Transactions

We will work with you to identify your commercial model, stakeholders and commercial risk. We can also develop your “go-to-market” terms and other agreements and disclosers/disclaimers to mitigate commercial and regulatory risk. 

Examples of commercial legal work and documents include: 

• CAN-SPAM Act Compliance
• Consumer Protection Laws and Regulations 
• Manufacturing Supply Agreements
• Contract Manufacturing and Private Label
• Joint Ventures
• Mobile App Development and Distribution
• Distribution and Reseller Agreements
• Terms of Sale of Products
• Terms of Service
• Software License Agreements
• New Product Launches
• Mobile App Privacy
• Launching a New Product Checklist

Employment and Compensation

You will need to identify the key roles for your startup and develop a growth plan. You will need to allocate equity and other incentives to attract talent. With our experience in these matters, we can proactively work with you to define policies, agreements and incentives or advise on specific issues as individuals join or leave your organization.

Examples of employment legal work and documents include:

• Offer Letters, Employment Agreements, and Equity Compensation
• Employee Confidentiality and Proprietary Rights Agreement
• Employee Non-Compete Agreement
• Executive Employment Agreement 
• Independent Contractor/Consultant Agreement
• Commissioned Sales Representative Agreement
• I-9 Verification for Employees 
• Separation Agreements
• Equity Incentive Plans
• Determining Fair Market Value of Equity Awards Under Section 409A
• Profits Interest Plans
• Employee Handbooks