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Founders Contract
"Need a Founders Contract for our Canadian technology startup with three co-founders, incorporating 4-year vesting with a one-year cliff, where one founder is contributing existing IP and another is maintaining a part-time role until March 2025."
1. Parties: Identification of all founding members and the company
2. Background: Context of the agreement, including company formation purpose and founder relationships
3. Definitions: Key terms used throughout the agreement
4. Roles and Responsibilities: Detailed description of each founder's position, duties, and commitments to the company
5. Share Structure and Allocation: Details of initial share distribution among founders and share classes
6. Vesting Provisions: Terms of share vesting schedule and conditions
7. Intellectual Property Rights: Assignment of IP rights to the company and protection of company IP
8. Confidentiality: Protection of company and founder confidential information
9. Decision Making and Governance: Voting rights and major decision procedures
10. Founder Commitments: Time commitment, exclusivity, and non-compete obligations
11. Departure and Exit Provisions: Process and terms for founder departure or exit
12. Dispute Resolution: Procedures for resolving conflicts between founders
13. General Provisions: Standard legal clauses including governing law, amendments, and notices
1. Founder Loans: Terms of any loans between founders and the company - include when founders are providing initial capital as loans
2. External Activities: Rules for founders' involvement in other business activities - include when founders maintain other business interests
3. Spouse Consent: Spousal waiver and consent provisions - include in jurisdictions where matrimonial property laws may affect share ownership
4. Death and Incapacity: Procedures in case of founder death or incapacity - include when requested by founders or their estate planners
5. Anti-Dilution Protection: Provisions protecting founders from future dilution - include when specifically negotiated
6. Special Voting Rights: Any special voting or veto rights for specific founders - include when founders have unequal voting rights
7. Founder Benefits: Special benefits or perks for founders - include when specific benefits are part of founder compensation
1. Schedule A - Share Capital Table: Detailed breakdown of share ownership and classes
2. Schedule B - Vesting Schedule: Detailed vesting terms and timeline for founder shares
3. Schedule C - Initial Business Plan: Overview of company's initial business objectives and strategy
4. Schedule D - Founder Details: Personal information and contact details of all founders
5. Schedule E - IP Schedule: List of intellectual property being assigned to the company
6. Schedule F - Form of Share Transfer Agreement: Template for future share transfers
7. Schedule G - Restricted Activities: Detailed list of prohibited competitive activities
8. Appendix 1 - Spouse Consent Forms: Required spousal consent documentation
9. Appendix 2 - Company Bylaws: Reference copy of company bylaws affecting founder rights
Authors
Technology
Software Development
E-commerce
Financial Services
Healthcare
Biotechnology
Manufacturing
Professional Services
Media and Entertainment
Social Enterprise
Retail
Consulting
Real Estate
Education Technology
Clean Technology
Legal
Executive Leadership
Board of Directors
Corporate Governance
Human Resources
Finance
Administration
Corporate Development
Compliance
Chief Executive Officer (CEO)
Chief Technology Officer (CTO)
Chief Financial Officer (CFO)
Chief Operating Officer (COO)
Chief Marketing Officer (CMO)
Company Founder
Co-Founder
Managing Director
Executive Director
Board Member
Corporate Secretary
General Counsel
Legal Counsel
Corporate Lawyer
Startup Founder
Managing Partner
Business Development Director
Technical Director
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