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One of the most critical and important contracts a startup can focus on is to properly license IP from a university.

Keeping your eye on electing and designating the board ensures your ability to control the company over the long term.

There could be a number of different results, such as having to pay the money back or that it might be convertible to equity. 

It's important to figure out the vesting terms upfront and make sure that everyone is on the same page.

The decision to incorporate your company depends on the founding members and the costs involved in the process.

Being a founder is important as it means a lot to the long-term future of the company.

A down round typically means that the valuation of the current round of financing is lower than the valuation of the previous round, and it can have a number of different consequences.

Patents are of utmost importance to early stage investors. Patents are really the only asset a company has.

As you're building a company, you want to direct the investment dollars in the most efficient way possible.

Having an independent board member helps to provide objectivity and a different perspective.

Be willing to take a leap of faith because there is always a risk when making an investment. 

To get a meeting with an investor, you first need an introduction, which oftentimes can come from your attorney.

Investors sometimes prefer to use a Convertible Note structure as opposed to a Series Seed or Series A structure

There is no right answer. There are certain areas in which it is critical to call as early as you can.

It's important to have a consulting agreement in place that grants the hiring company the rights that they expect.

Anybody providing services to another person or entity is an employee.

NDA contracts are straightforward and highly standardized confidentiality agreements.

Participating preferred stock is one where there is a liquidation preference that goes to the preferred stock.

Initially, the size doesn't matter. Just make sure that the pool is big enough to allow flexibility.

It's a complicated provision of the tax code that is aimed at preventing abusive deferred compensation practices.

A 409A valuation is an assessment of the value of common stock, which you will need once you start doing equity awards.

“Founders' shares” are simply common stock issued to founders at or near the time the company is formed.

It's important to keep your founder agreements and other documentation simple.

Non-competition agreements may be enforceable, depending on several factors, including the state you are in.

If you are startup company, you want to incorporate in Delaware and there are three main reasons why.

Use a large third-party payroll provider as they have low cost platforms. For benefits, ask around your network.

Vesting ensures the founders who are there for the long-term get to reap the rewards as the company progresses.

An option pool preserves some of the founding equity for future hires which would be used to hire successful employees.

Startups need to have relevant controls to protect against reasonably foreseeable threats to security, confidentiality and integrity of a consumer's personal information. 

Founders shouldn't underestimate the number of financing options that might be available.

Startups should develop a privacy policy that is honest, transparent and accurate.  

Take the time to learn what you can about potential investors.

Know the standard terms in the industry, but be aware that the rates vary from year to year. 

Make friends and other connections before pitching can be beneficial.

Companies should have relevant controls to protect against reasonably foreseeable threats to security, confidentiality and integrity of the consumer's personal information.

A founder needs to show depth of thought and why their roadmap and growth strategy ties back to their metrics.

The amount of money you need is based on a target which is already set.

The right time to speak about valuation varies from investor to investor.

The tax structure for a foreign company coming to the US is essential to making sure the transaction is tax-free.

An enforcement action by the FTC may put a company in a difficult competitive position and a violation of an order may result in massive civil penalties. An FTC investigation or enforcement order may put financing and exits at risk for a startup.

Many things factor in to an investor's decision process.

A liquidation preference is the legal mechanism in which a legal investor will get its money out first.

The rule is in order to perform services for a US company, you have to have proper authorization.

When it comes to design, collaborative environments tend to be the most successful.

Patent portfolios are ideal. The more the merrier and they should be treated as assets not as costs.

From an offer letter to an inventions assignment agreement, the documents your employees should sign.

Asset sales are when one company purchases an asset, or assets, from another company. 

Do not underestimate the value of partnering with the right team of advisors.

An inventor who files for an application first gets priority so it's important to file early.

First time entrepreneurs do not need to have a complete team in place for a VC to make an investment.

As a startup, you should find an insurance broker that will take a long-term view of you as a client.

An outside board member can be a great mentor and an unbiased intermediary with the ability to bridge communication.

VCs don't like accelerated vesting because a business acquirer will subtract this from the purchase price.

The ideal time to get a 409A valuation is after a Series A or a preferred round financing.

Advisory boards work well when they have specific tasks and expectations to follow.

Picking an investment banker is difficult because the banker leads a team in what may be the most important transaction.

A tail period is the responsibility of a company to pay an investment banking fee even after the period of engagement.

A big pitfall is trying to find an executive who has done the exact same job you are looking for someone to accomplish.

The company should be able to continue on if the founder or inventor leaves the company.

A convertible note is a tool that allows a company to raise money and there are two times when a startup should use it.

Learn the ins and outs of a VC term sheet and tips you can use during a negotiation.

Your team and your strategy are two things investors will assess.

Present to investors your strengths as a team.

Delaware C-Corp is the most common type of legal entity.

The timeframe for fundraising is dependent upon a number of factors.

Plan to address your blind spots and be sure to review your notes after the meeting.

The legal process is the same, but you rarely need the same resources and the nature of the IP is also very different.

A full-ratchet is unpleasant for the company, because in any instance of a lower price, the investor gets the benefit.

There are norms to how companies can use non-personally identifiable information. With respect to industry regimes and privacy policies, there are rules that apply to data that is not technically linkable to a person.

Real estate leases are different so it's important a company understands their drivers before entering into a lease.

Space is the most physical expression of a company's brand. Your space tells your story to your visitors.

Trademarks can protect words, phrases, pictures, symbols and sounds that distinguish your product from competitors.

Four options exist for how to structure your seed financing: common stock, debt, convertible debt and preferred stock.

If a company has an online presence, it's important to have terms of use and a privacy policy in place.

A management carve out plan (MCOP) is a private company liquidity bonus plan that is used to increase incentive and retain current employees. 

Acqui-hiring, or talent acquisition, is the process of acquiring a company in order to recruit its employees. 

A landscape analysis is the study of a patent landscape in a particular technology area.

Pre-seed funding is considered early stage financing. 

Earnouts are payments tied to future milestones that are relevant to a company's business.  

A provisional application avoids many of the formal requirements that are needed in a non-provisional application.

Angels invest their own personal capital. VCs invest limited partners capital that is pulled into a fund.

The US offers a grace period that allows you to file for a patent within a year of disclosing the idea publicly.

The decision to hire an investment banker really depends on the particular circumstances.

The type of decision that must be made will dictate who makes the ultimate call.

Patents are critically important in creating and maintaining the value of a company.

There is no right answer when to undertake an audit but the typical drivers of an audit are the investors and bankers.

The two most important things to look for in a startup up is the team and the concept. Who are you and what have you done in the past? Does the concept make the world or the web a better place?

Companies should get to know an investment banker a year before a transaction in order to learn industry dynamics.

A part-time CFO no longer suffices when management needs a partner who can continuously test business models.

Founders need to present the big picture to potential investors.

Do your homework before meeting with an investor.

Find an investor who fits your business. 

Start fundraising efforts early to lay the groundwork for investors.

Rejection can give founders some valuable insight.

When drafting a privacy policy, think of it as your own personal federal and state law that you have to abide by.  

A CEO will spend a majority of their time focusing on the fundraising process. 

It's critical to be sure the economics reflect the value you expect to be placed on your company.

Find customers who like being early adopters and who understand the internal decision making process.

A privacy policy should be accessible to all users, enable meaningful choices about the collection and use of data, draw attention to unexpected practices, and augment disclosures when collecting sensitive data. 

There are two reasons why it's a good idea to put vesting on your shares. Investors will insist on it and if you have a company with more than one founder, it protects you and your co-founders.

Paying someone who is not a registered broker-dealer to help raise capital is illegal under a number of securities laws.

Before contacting investors, determine who will be the best for you and are most likely to make an investment.

Strategic investors have a place in raising capital but tech companies have to really think about the pros and cons.

We advise early-stage companies to accept investment only from accredited investors because it keeps things efficient.

Your domain name and trademark may be the same word or phrase, but they are different things.

It's common for developers to use open-source software in connection with development of commercial software products.

A board of directors is a valuable resource and there should be three primary areas of discussion during meetings.

There are at least four options when considering seed financing.

The US patent system will issue patents for an invention so long as the invention is new, useful and non-obvious.

Two aspects of an investment banking fee: a retainer fee and a transaction fee.

A strong patent portfolio can boost a company's value and help attract investors.

There are two reasons why vesting is important: vesting protects the founders and aligns incentives.

You should look for someone who will partner with you and help you make connections.

When evaluating the type of insurance needed for a startup, the answer will be different for everybody.

Hiring a broker is a bad idea because most entreprenuers' work can lead them to an introduction to a VC.

As a startup, look for someone who can partner with you over time and can address the needs of future growth.

Understanding the differences and similarities between a convertible note financing and a series seed round will help you determine which is best for your startup.

It is vital to look at the contributions founders have made and what contributions they will make in the future.

The typical equity for a non-founder CEO ranges from 4-7% and depends on a variety of factors.

Venture debt is offered when a company is far enough along in their cycle where they can service the debt.

Surround yourself with those whose skills can complement your own. Don't assume you can be good at everything.

Angels are typically return-oriented and entrepreneurs should want that because they will have a high expectations.

Entrepreneurs should look for alignment and how angel investors can help achieve goals.

From an investor's perspective, they care a lot more about it being a note structure than a Series Seed structure.

Accelerated vesting is one of controversy between management and VCs.

Entrepreneurs should never hire a broker. A broker has the potential to get in the way of that relationship.

Companies should obtain a 409A valuation once they have quantifiable value in their company.

Companies should hire an accountant early on because it can be a benefit as they enter into agreements.

A lot of times an outside accountant is needed because the company has made a mess of their accounting matters.