Startup Lawyers
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Meet some of our Startup Lawyers
Richard C.
Caudill Arundell Law PLC is a Phoenix based civil law firm providing quality, effective and affordable legal services. Richard C Caudill-Arundell, LP, MLS (Hons), G Cert LP is the Managing LP for the firm and is licensed to practice limited jurisdiction civil law in the State of Arizona (Legal Paraprofessional). Offering affordable real estate rental, transactional and business contract drafting, review and analysis, and breach of contract advice. Publications: https://scholar.google.com/citations?user=za5yjFcAAAAJ&hl=en Education: University of Arizona James E Rogers College of Law - Master of Legal Studies Cum Laude, Graduate Certificate LP
"I had the pleasure of working with Richard while preparing a complex demand, and his support made all the difference. He was incredibly attentive, responsive, and thorough throughout the process. Richard made sure my concerns were fully understood and helped move things forward at a time when I really needed it. He also played a key role in getting an attorney involved, which I truly appreciated. His professionalism, compassion, and follow-through stood out, and I’m very grateful for everything he did to help. Highly recommend working with him if you get the chance."
Benjamin G.
16+ years of diverse legal experience within the military and substantial military leadership and supervisory experience. Portfolio captures experience in national security law (international law, maritime law, sensitive support, inter-agency agreements, rule of law, etc.), government contracts/procurement, administrative law, Freedom of Information Act (FOIA), fiscal law, labor law, civilian personnel law, harassment and hostile work environment, retaliation and whistleblower protection, medical disability, criminal law, and military law. Significant experience advising general/flag officers and senior executives; powerful oral and written communication skills. Post-military experience includes Landlord Tenant Law, Criminal Law, and Family Law.
"The whole process felt smooth and professional, and he stayed within the agreed budget. I would definitely recommend him."
Dan P.
For the past 25+ years, I have been a practicing attorney in New Jersey. An expert in contractual matters, I have assisted countless clients in an assortment of personal and business matters. Most recently with the Sokol Firm in Haddonfield, I assisted homeowners in financial distress.
"Dan. P assisted me quickly with cancelling my contract within the deadline and answered my questions."
October 31, 2024
Patrick W.
Patrick is a seasoned attorney with over 11 years of experience in corporate law, commercial contracts, and regulatory compliance, with a specialization in emerging technologies such as AI and Web 3.0. Patrick works with commercial contract negotiations for technology startups, managing multi-million-dollar agreements, and offering comprehensive corporate governance services, including stock plan administration, cap table management, and day to day advising. One of Patrick’s career highlights includes his tenure at SharesPost Inc., a pioneering fintech startup, where he served as Senior Legal Counsel and later Interim General Counsel. In this role, Patrick led product legal risk management, negotiated SaaS and data processing agreements, and ensured compliance with SEC, FINRA, and DBO regulations. He played a pivotal role in the company's growth working closely with operations and sales, until such time teh company was acquired. In addition to his work at SharesPost, Patrick’s experience includes serving as Policy Counsel at Bird Global and General Counsel and Chief Compliance Officer for Planned Parenthood Northern California, where he oversaw a $60M revenue organization, directed legal strategy for EHR migration, and ensured compliance with state and federal privacy laws.
John B.
J. D. Bridges has worked both in-house and in firms and has seen countless commercial agreements and technology deals from every angle. J. D.’s worked as in-house counsel for high-growth, VC-backed startups, IT solutions providers and cybersecurity companies and also at an AmLaw Top 50 global firm, representing clients in a variety of industries and purchasers and creators of technology across the globe. He’s negotiated commercial contracts with some of the world’s largest financial services and pharmaceutical companies, as well as assisting startups from incorporation to exit. He’s also helped Fortune 100 companies protect themselves and their data when procuring technology from startups and legacy technology providers alike. J. D. brings a practical and growth-focused mindset to legal advice and excels in working with front-line sales organizations and sales leadership as well as internal counsel, business owners and procurement professionals. Whether a pre-seed AI startup, established manufacturer or a global IT procurement effort, J. D. can support you while concurrently growing and protecting your business.
November 13, 2024
Alyssa C.
Illinois-licensed attorney with 9 years of experience in public interest work utilizing advanced skills in contract & project management, compliance, investigation, risk management, & training. Proven record developing and managing partnerships to deliver exceptional results in government agencies, non-profits, law firms, and broad community networks leading to multi-million dollar recoveries, risk management, and execution of large-scale program initiatives. Skills include: 1. Project & Contract Management: 9 years in project & contract management tracking project and contract goals, stages, budgets, and deliverables to lead and support program and department initiatives. 2. Compliance, Investigation, & Risk Management: 9 years in law, policy, & programs conducting investigation, research, writing, analysis, and education in administrative agency and court matters relating to: compliance, financial regulation, contracts, employment, workforce development, healthcare, retirement assets, mental health, disability, taxes, immigration, civil rights, grants, benefits, social services, & criminal defense. 3. Training/Teaching: 4 years training co-workers & community partners; 3 years teaching in U.S. & Ecuador (7 total). 4. Technology: Microsoft Office (including Excel), Contract Express, DocuSign, SharePoint, Westlaw, Lexis Nexis, Concordance, GoldFynch, Clio, Smokeball, Qualtrics, Google Forms, Slack, Zoom, Teams, Webex, & Adobe. 5. Spanish: Advanced Spanish skills from 1 year of teaching, studying, & travel in Ecuador, Peru, & Mexico.
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Startup Legal Questions and Answers
Startup
Business Purchase Agreement
Arizona
What happens to ongoing litigation in a business purchase agreement?
I am in the process of purchasing a business and the current owners are involved in ongoing litigation. This litigation could have a significant impact on the value of the business and I want to understand how it is addressed in the purchase agreement. I am looking for advice on how to protect my interests and the potential risks related to the ongoing litigation.
Elizabeth A.
You should first decide what the hopeful outcome of the case is for you. So, if there is a favorable outcome then such and such should take effect by contract.
Contracts
Equity Agreement
Pennsylvania
How much equity should investors get?
Hi there, I'm seeking counsel for a startup/small business with two initial investors. These investors have established auto repair businesses and will use those businesses as leverage to support a $500k loan that will be used to initially fund the business. Revenues from those businesses will be used to pay the loan until the business can pay for them. I will be providing all sweat equity. The investors above will have no involvement in the day-to-day (as they run their own businesses). One investor may provide connections to potential clients and if necessary, an additional investor.
Amy Sue L.
This is really a business question, as much as it is a legal question - although lawyers can certainly help you structure and document it once answered. That said, I think you're likely to find a spectrum of answers - on one end of the spectrum, there are 3 investors with equal shares (each having 1/3 of the equity - 2 of which receive their percentage in consideration for $ investments, while you receive yours for your efforts in running the business day-to-day- in this scenario, everyone and everything they bring to the table is equally valued); on the other end of the spectrum, there are 2 investors with equal or otherwise proportionate shares (each having 1/2 of the equity - or some other percentages that total to 100% - in consideration for their respective $ investments, which may differ depending on the value of the businesses underlying the loans), and you are considered an employee of the business (not an investor), who will receive compensation for running the business- presumably a salary and possibly including incentives based on the success of the business; and of course, there are some variations that could impact any or all parties in the middle of the spectrum. I suggest that you have a conversation with your potential partners to learn how each party views the value being brought to the enterprise by the others and begin the negotiation from there. Note also that this deal sounds simple in theory but may become a little complicated due to the funding mechanism being used on the back end.
Startup
Founders' Agreement
Alabama
How to issue stock to co-founder?
I have some questions about granting stock to co-founder below. Thank you for answering my questions. 1. Company A plans to offer stock options (1000 shares) to employees. These stock options come with a vesting plan. Before the stock options vest, who are holding the stocks (1000 shares)? Or the stocks are to be issued only if the employees decide to exercise? 2. Vesting stock for co-founders: Mr. A founds a company and he invites Mr. B to join as a co-founder. Mr. B tells Mr. A that he wants to put in money as well and therefore wants to have 30% of the company. Mr. A, after reading a lot of information on Contractscounsel.com, thinks that he should give Mr. B vesting stock options rather than outright stocks, as that would help him help him avoid possible problems if Mr. B decides to leave the company after several months. What is the best way for Mr. A to handle this situation while keeping Mr. B interested?
Jane C.
2. The best way for Mr. A to address his concerns and keep Mr. B interested is by offering him restricted stock that vests over time. Mr. B will receive dividends and have the right to vote; however, the Company can buy the unvested shares back if Mr. B decides to leave the Company before a certain period of time. Disclaimer - This information is provided for general informational purposes only. No information contained in this post should be construed as legal advice and does not establish an attorney-client relationship.
Startup
Convertible Note
Ohio
Can a convertible note be transferred?
I am a startup founder and I am considering using a convertible note to raise capital. I am aware that convertible notes are agreements between investors and startups, but I'm not sure if they can be transferred to other investors. I need to know if this is possible so that I can make an informed decision about the best way to raise capital for my business.
Paul S.
It depends on the terms of the convertible note. If you don't want it to be transferable, then you should include a provision in the note prohibiting transfers, assignments, etc.
Startup
Shareholders Agreement
Ohio
How to track shareholders agreements?
I am a business owner and I have recently incorporated my business. As part of the incorporation process, I have created a shareholders agreement with my co-founders. I am looking to ensure that this agreement is properly tracked, documented, and monitored over time. I am seeking guidance on the best methods to track shareholders agreements and any advice on how to ensure the agreement is being followed.
Paul S.
There are cap table management companies such as Carta and Pulley, that can help with this (for a fee). As long as your company has only issued common stock, maintaining a cap table and stock ledger in Excel is more than adequate. I also recommend storing PDFs of the stock purchase agreements in a cloud-based folder labeled "Stock Purchase Agreements." In terms of officer roles, the corporation's Secretary is responsible for maintaining these shareholder records.
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