Date post: | 12-Apr-2017 |
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Law |
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Startup Legal Hacks
Dan Rubins
Founder & CEO, Legal Robot
The Founder Institute
About Me
• Founder & CEO of Legal Robot, NOT A LAWYER
• Enterprise software @ McKesson & Wells Fargo
• BS in Molecular Biology
• Started first co. @ 16, and several since
• Why legal? It’s broken & AI/ML can help
Disclaimer:
This is not legal advice. I’m not your lawyer.
My Legal Principles
• Anything worth doing will probably piss
off someone, somewhere.
• Don’t try to make enemies.
• Act like a human, but remember
that no one is your friend.
• Start by asking nicely,
then go to war.
The Basics
• Some legal stuff must be perfect, is un-fixable
• Lots of stuff can be fixed, if people agree
• Fixing things costs $, burns $ you don’t have
• Not everything needs a lawyer - can do a lot
by yourself, more with tools
• Obvious: Incorporation, IP, Funding
• People forget: Regulation, Permits, IP, Accounting
The Obvious Stuff
Quickly…
Incorporation & Funding
• Most US startups incorporate as a Delaware C-corp
• Get Help: Clerky, Legal Zoom, Rocket Lawyer, …
• Don’t forget about other founding docs
• Expensive when this gets screwed up
• Funding is complex; get help
– Look for experience & independence
– Beware of conflicts of interest, rudeness
Recommended: Venture Deals by Brad Feld
Trademarks
• Name, slogan, logo = valuable? Look into trademark
• Process can be simple:
– Check for conflicts. If not, prove that you’re using it.
– If so... lawyers.
Notes
• Trademarks cover one country. US != UK != CN …
• Exact keyword searches are not enough
• Tools: Trademarkia, TrademarkNow, LZ, RL
Patents
Patents are evil
• The patent system is broken
• Expensive to defend
• Patents are abused
• IP gets fragmented
• “Patents are where $200B/yr
of economic output
goes to die”
Patents are necessary
• All the cool people are doing it
• Form of signaling (expensive)
• Prevent others from working on
your invention*
• Others can’t prevent you from
working on your invention*
OR
What to do1. Be careful2. Get professional help3. File ASAP – NOT A WORD until then
No
No
Everything Else
Things people forget
• Just because you can, doesn’t mean you should (DIY)
• Take security seriously: 2FA, encrypt everything, PCI
• Accounting is not something you do 1x year in April
• Regulatory agencies at all levels of government
• Employee Compliance & Quarterly Filings
• Insurance: Workers Comp, GL, E&O, D&O
• You always need a permit for something
• IP needs to be nurtured & defended
• Privacy policies are required by law
When you need help
• DIY Law – Google, Nolo, Trademarkia, Gov’t sites
• Assisted DIY Law – Legal Zoom, Rocket Lawyer
• Legal Referral – LZ, RL, Avvo, UpCounsel, + more
• Boutique/Specialty Firms
• Big Law
+ LOTS of new niche tools for law
Related: Zenefits, Gusto, Xero, eShares
More
Expensiv
e
How I avoid legal trouble
• Documents: MS Word, Cloud Storage w/ 2FA, Audit Trail, Access Log
• Incorporation: Clerky / InCorp
• TM: Trademarkia (search), USPTO (US filing), lawyer (Int’l)
• Money: Xero (accounting), Stripe (processing)
• Payroll & Emp. Compliance: Gusto (fmr. Zen Payroll)
• Cap table, stock plan, 409A, reporting: eShares
• Mail: Earth Class Mail
• Privacy & Terms Generator: TermsFeed
• Security: HackerOne (bug bounty), Qualys (Scan)
• Lawyer: 1) My network 2) UpCounsel 3) RocketLawyer
a.k.a. Dan’s “Legal Stack”
This, and more, will be posted onStartupLegalHacks.com
(as soon as I get around to it)
@DanRubins