Tech Startup Legal Checklist
New Tech STARTUP Checklist
1. Business Formation and Structure:
Entity Selection: Determine the appropriate legal structure (e.g., C Corporation, S Corporation, Limited Liability Company (LLC)).
Articles of Incorporation/Organization: Prepare and file the necessary documents with the state.
Operating Agreement/Bylaws: Draft internal rules governing the company’s operations, management, and ownership.
EIN (Employer Identification Number): Obtain a federal tax ID number from the IRS.
2. Intellectual Property Protection:
Patents: Conduct patent searches, file patent applications (provisional and non-provisional) for innovative software or AI technology.
Trademarks: Register trademarks for the company name, logo, product names, and slogans.
Copyrights: Register copyrights for software code, user interfaces, marketing materials, and other original works.
Trade Secrets: Implement measures to protect confidential information (e.g., non-disclosure agreements (NDAs), employee confidentiality agreements).
3. Contracts and Agreements:
Founder Agreements: Define roles, responsibilities, equity ownership, and vesting schedules for founders.
Employee Agreements: Draft employment contracts, offer letters, and equity compensation plans.
Independent Contractor Agreements: Clearly define the scope of work, compensation, and intellectual property ownership for contractors.
Service Agreements: Create agreements for software development, hosting, maintenance, and support services.
Software License Agreements: Develop standard license agreements for customers (e.g., end-user license agreement (EULA), software as a service (SaaS) agreement).
Data Processing Agreements (DPAs): For compliance with data protection regulations like GDPR or CCPA.
Vendor Agreements: Formalize relationships with suppliers and service providers.
Partnership Agreements: Establish terms for joint ventures or collaborations.
4. Financing and Investment:
Term Sheets: Negotiate initial terms with investors (e.g., valuation, investment amount, liquidation preferences).
Investment Agreements: Draft definitive agreements (e.g., SAFE, convertible note, equity financing agreements).
Stock Option Plans: Create and implement plans for employee equity compensation.
5. Regulatory Compliance:
Data Protection and Privacy: Ensure compliance with GDPR, CCPA, and other relevant data protection laws.
AI Ethics and Governance: Develop internal policies and procedures for responsible AI development and use.
Export Controls: Comply with regulations on exporting software and technology.
Industry-Specific Regulations: Address legal requirements specific to software or AI (e.g., healthcare, finance, autonomous vehicles).
6. Corporate Governance:
Board of Directors: Form a board to provide oversight and strategic guidance.
Corporate Policies: Establish policies for conflicts of interest, whistleblower protection, document retention, etc.
7. Other Legal Considerations:
Insurance: Obtain appropriate insurance coverage (e.g., general liability, cyber liability, errors and omissions).
Dispute Resolution: Consider alternative dispute resolution mechanisms (e.g., arbitration, mediation).
Open Source Licensing: Review and comply with open source licenses used in your software.
Website Terms and Conditions/Privacy Policy: Protect your company and users by clearly defining the rules of using your site/service and how data is handled.
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