Legal Considerations for Startups

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Presentation transcript:

Legal Considerations for Startups Starting a New Venture Emily Ekland SUNY RF, SBIR/STTR Summer School Program Richard E. Honen, Esq. August 7, 2019

Choice of Entity Need an entity to hold the IP and to facilitate investment Corporation v. Limited Liability Company (LLC) Considerations – liability, taxes, cost and ease of use, exits © 2019 Phillips Lytle LLP | The foregoing is for informational and advertising purposes only. The information provided is not legal advice for any specific matter and does not create an attorney-client relationship. The recipient of this publication cannot rely on its contents. If legal advice is required for any specific matter, please consult with qualified legal counsel. We would be pleased to assist you.

Choice of Entity Considerations Liability – about the same Taxes – Generally, owners and investors can take losses personally, but some additional flexibility with LLC side Formation cost, ease of use Investor preference and stock options © 2019 Phillips Lytle LLP | The foregoing is for informational and advertising purposes only. The information provided is not legal advice for any specific matter and does not create an attorney-client relationship. The recipient of this publication cannot rely on its contents. If legal advice is required for any specific matter, please consult with qualified legal counsel. We would be pleased to assist you.

Important Startup Agreements Nondisclosure agreements Assignment and work-for-hire agreements Consulting/employment agreements – non-competes Founders Agreements (next slide) © 2019 Phillips Lytle LLP | The foregoing is for informational and advertising purposes only. The information provided is not legal advice for any specific matter and does not create an attorney-client relationship. The recipient of this publication cannot rely on its contents. If legal advice is required for any specific matter, please consult with qualified legal counsel. We would be pleased to assist you.

Founders Agreements Assignment and non-compete Restricted transferability Vesting of equity based on continuing “business relationship” Acceleration events © 2019 Phillips Lytle LLP | The foregoing is for informational and advertising purposes only. The information provided is not legal advice for any specific matter and does not create an attorney-client relationship. The recipient of this publication cannot rely on its contents. If legal advice is required for any specific matter, please consult with qualified legal counsel. We would be pleased to assist you.

License Agreements An agreement with the owner of the technology, often the RF or a college or university Standard license terms and benchmarks Important to work with your tech transfer office to determine realistic benchmarks © 2019 Phillips Lytle LLP | The foregoing is for informational and advertising purposes only. The information provided is not legal advice for any specific matter and does not create an attorney-client relationship. The recipient of this publication cannot rely on its contents. If legal advice is required for any specific matter, please consult with qualified legal counsel. We would be pleased to assist you.

Venture Capital Team Leader and Albany Office Leader Questions? Richard E. Honen, Esq. Phillips Lytle LLP Venture Capital Team Leader and Albany Office Leader (518) 618-1225 rhonen@phillipslytle.com www.phillipslytle.com @RichHonenPL © 2019 Phillips Lytle LLP | The foregoing is for informational and advertising purposes only. The information provided is not legal advice for any specific matter and does not create an attorney-client relationship. The recipient of this publication cannot rely on its contents. If legal advice is required for any specific matter, please consult with qualified legal counsel. We would be pleased to assist you.