What is a contract? A contract is a legally enforceable promise or set of promises. Entrepreneurs should know that an agreement does not need to be drafted by a lawyer or contain fancy words like “whereas” or “witnesseth” for a…
As we noted in our blog post about startup financing options, startups can implement various strategies to stay afloat (and thriving), including: bootstrapping, crowdfunding, traditional loans, convertible financing, and equity financing. Most startups implement the following series of fundraising rounds:…
As mentioned in the Startup Legal Checklist blog post, when an entrepreneur comes to us with eyes towards venture capital funding, we recommend incorporating as a Delaware C-Corp. The reason being, that Delaware is a management-friendly state, with plenty of…
What is a representation and warranty? What about indemnification? At their core, they are promises to the buyer about the current and future state of a seller’s business, and a means for a buyer to recover damages if the promises…
Choosing the right financing structure is a critical choice for founders. Some begin with their life savings, others run a crowdfunding campaign, and, those eligible, often opt for a traditional loan. Other popular financing options include convertible notes, equity financing,…
Clients often ask, “Can I use a finder when fundraising for my startup?”. A fundraising finder can provide introductions; however, contracting for fees dependent on a successful raise is NOT permitted. It is the hallmark of a broker-dealer relationship (using a registered…
When you enter into a contract with a service provider – from an internet provider, event caterer, to a digital marketing agency – you will receive a service agreement from the provider. The service agreement outlines the relationship between your…
Under federal securities laws, all securities offerings must be registered with the SEC unless the offering meets an exemption. Regulation D governs the exemptions for security offering filings. For startups, the two likely applicable exemptions fall under Rule 504 and…
Blue Sky laws are state securities laws that are designed to protect investors against fraudulent sales practices and activities. These state laws vary from jurisdiction to jurisdiction and are in addition to the federal securities laws (not in place of)….
What makes your business different from your competitors? What makes your business similar to the competition? How do you differentiate your company name, goods, and services? Should you trademark it? Trademarks protect your business’s good will and reputation. A trademark…