Insights & Research
Adv Hashim Wafa
Corporate Lawyer & IP Attorney
As a startup founder, you may have a great idea, a solid business plan, and an enthusiastic team to work with. However, it's important to remember that building a successful startup is a complex and challenging process. One of the key factors that can determine the success or failure of a startup is the relationship between its co-founders. That's where a co-founder's agreement comes into play.
A co-founder's agreement is a legally binding contract that outlines the roles, responsibilities, and expectations of each co-founder in a startup company. It's important to have this agreement in place from the very beginning, as it can help prevent conflicts and misunderstandings that can arise down the road.
Let's take an example of a startup company named "SahilTech" that has two co-founders, Aarti and Rohit. Aarti is responsible for the technical aspects of the product, while Rohit is in charge of business development.
Aarti and Rohit should have a co-founder's agreement in place that outlines the following clauses:
Equity ownership: This clause specifies the equity split between the co-founders. For example, Aarti and Rohit might agree to split the equity 50-50.
Roles and responsibilities: This clause outlines the roles and responsibilities of each co-founder. For instance, Aarti might be responsible for product development, while Rohit might be responsible for fundraising and marketing.
Vesting schedule: This clause specifies the vesting schedule for the co-founders. Vesting refers to the process of earning equity over time. For example, Aarti and Rohit might agree that their equity will vest over a four-year period with a one-year cliff
Decision-making process: This clause outlines how decisions will be made in the company. For example, Aarti and Rohit might agree to make decisions by consensus or to give veto power to each co-founder.
Intellectual property ownership: This clause specifies who owns the intellectual property developed by the co-founders. For example, Aarti and Rohit might agree that the company will own all intellectual property developed by either co-founder during their tenure with the company.
Non-compete clause: This clause prohibits the co-founders from competing with the company during their tenure and for a certain period of time afterwards. For example, Aarti and Rohit might agree not to start a competing company for two years after leaving SahilTech.
Dispute resolution: This clause outlines how disputes between the co-founders will be resolved. For instance, Aarti and Rohit might agree to use mediation or arbitration to resolve disputes rather than going to court.
Having a co-founder's agreement in place can help prevent conflicts and misunderstandings that can arise between co-founders in a startup company. It's essential for co-founders to have a clear understanding of each other's roles and responsibilities and to have a mechanism in place to resolve disputes. With a well-written co-founder's agreement, co-founders can focus on building a successful startup company without worrying about internal conflicts.
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