Founders' Agreement Template - With Vesting. The founders should replace this with a traditional structure if the company obtains significant outside funding, customers, revenue, or takes on other obligations. Each counterpart shall be binding, and all of them shall constitute one and the same instrument. FAST Agreement Founder / Advisor Standard Template (FAST) ... then that advisor will earn 1% of the company in the form of restricted stock or options vesting over a two year time period; while a similar … What Is Founder’s Stock? On and not before the (second vesting date) 50% of each founder’s shares will vest. This Founders' Agreement (hereinafter "Agreement"), made by and between the founders signed below ... HOW TO CUSTOMIZE THE TEMPLATE. Milestone Vesting, i.e. appropriate to parties in other jurisdictions. Other states, such as New York, are trending in the direction of giving more force to negotiated non-compete provisions in the employment context. One example of what this agreement includes is the vesting clause, which says each founder earns equity in the company on a monthly basis (as opposed to getting it all in beginning). This template is provided as a general guide to pre-incorporation business associations. Founders' Agreement. Severability. (a) contributions and inventions, discoveries, creations, developments, improvements, works of authorship and ideas (whether or not protectable under patent, copyright, or other legal theory) of any kind that are conceived, created, developed or reduced to practice by any Founder, alone or with others, while such Founder is a member of, or provides services to, the Company, regardless of whether they are conceived or made during regular working hours or at the Company’s place of work, that are directly or indirectly related to the Project, result from tasks assigned to a Founder by the Company, or are conceived or made with the use of the Company’s resources, facilities or materials; and (b) any and all patents, patent applications, copyrights, trade secrets, trademarks (whether or not registered), domain names and other intellectual property rights, worldwide, with respect to any of the foregoing. It’s smart to sign a founders agreement when you and your co-founder decide to start a startup (or any company). This agreement shall be binding upon and inure to the benefit of the Founders, the Company, their successors, and their permitted assigns. Thus, on [END DATE] (the "Full Vesting Date"), each Founder will be 100% vested. the shares will be vested in the proportion of the time spent by the founder. Successors / Assigns. THIS FOUNDER’ S VESTING AGREEMENT (this “Agreement”) is made as of the 15th day of August, 2006 by and between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Thomas A. Schreck (“Founder”). This agreement may not be assigned by any party hereto without the written consent of all Founders. The shares issued to each Founder shall vest on a vesting schedule to be established at a later time by mutual consent of all of the Founders. All Founders must be afforded a full opportunity to bid on any Project IP in connection with such liquidation process. First, in equal proportion to all Founders who have contributed cash that has not been repaid, until each Founder has been paid out to the extent of such contributions in full; Second, to all Founders in accordance with each Founder’s positive capital account balance; and. Download this free Founders' Agreement template as a Word document to help your company create a strong framework as it advances towards incorporation. Founders Service Agreement. This agreement governs the partnership between the Founders, doing business as [company name] (the “Company”). This agreement contains the entire agreement between the parties hereto with respect to the subject matter hereof, and supersedes all prior arrangements or understandings (whether written or oral) with respect thereto. For the convenience of the parties, this agreement may be executed electronically and in counterparts. Each party hereto intends that this Agreement shall not benefit or create any right or cause of action in or on behalf of any person other than the parties hereto, except as explicitly provided otherwise herein. The Founders’ obligations contained in this section (Duties to the Company) will continue with respect to each Founder until the later of the date that is 3 months after (i) he ceases to be a partner of the Company, and (ii) he ceases to provide any services to the Company, whether as a partner, employee, officer, director, or otherwise. Founder Vesting Agreement Template. Any future agreement … Founders’ Agreement Overview . The Founders will cause the Company to register its fictitious name in the jurisdiction where it conducts its business, as soon as reasonably practicable after the date hereof. All distributions must be made in the following order: The Company will be managed by the Founders, and a majority of Founders may take any action on behalf of the Company except where explicitly stated otherwise in this agreement. Before entering into any legal agreement, you should consult a qualified attorney in your jurisdiction. The logic in allowing simple removal without citing cause is to avoid unnecessary drama should the co-founder relationship sour.