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Create and Protect

Cooley Protect is a free resource designed by Cooley’s patent counseling & prosecution team.

Cooley GO in Asia offers the same free founder-focused legal resources and document generators that the US and UK ecosystems have come to trust.

This article outlines the six things startups need to know about commercial contracts

Create and Protect

Whether you are running a startup or leading an established corporation, trade secrets can provide a competitive edge under US law—if handled properly.

Form of Advisor Agreement (Singapore)

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Advisors can provide invaluable expertise, guidance, and introductions for startup companies. As a resource to the community, we at Cooley GO have prepared a form of advisor agreement for use with Singapore companies.

Form of Mutual Non-Disclosure Agreement (Singapore)

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This mutual Non-Disclosure Agreement for Singapore companies is designed for situations where your company and the other party are exchanging confidential information.

Form of One-way Non-Disclosure Agreement (Singapore)

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This one-way Non-Disclosure Agreement for Singapore companies is designed for situations where the company is the only party disclosing confidential information.

Form of Employee Confidential Information and Inventions Assignment Agreement (Singapore)

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This document should be signed by each Singapore employee to confirm that the employee will protect any confidential information received as part of his or her employment, both during and after their employment.

Create and Protect

When a company is sharing its technology or other proprietary information with a potential strategic or commercial partner, it will want to ensure that the information is kept secret and not being used for an unauthorized purpose. This is where a non-disclosure agreement (NDA) is relevant.

Create and Protect

One of the most important things that a company can do to maintain its value is to take thoughtful steps to protect its intellectual property, its “secret sauce,” so to speak, that sets the product or company apart and makes it valuable to consumers and investors.

Start

Choosing a lawyer for your startup is a decision you should consider carefully. If you plan to raise venture capital, investors will expect you to be represented by a reputable legal team. Here are a few considerations in selecting counsel.

PBC Incorporation Package (Delaware)

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Download the core set of documents that our Delaware public benefit corporation startup clients generally need in connection with their initial incorporation, including a certificate of incorporation, bylaws, stock purchase documents, and more.

Infringement

Glossary Term

Infringement is the act of violating a law or right, and with respect to intellectual property, it is the act of using another’s protected intellectual property without permission.

Intellectual Property [IP]

Glossary Term

Intellectual property includes inventions, art, and other works of “intellect” and can be protected under rights including but not limited to patent, copyright, trademark, and trade secret.

International Search Authority [ISA]

Glossary Term

An International Search Authority (ISA) performs searches for PCT applicants of prior art and issues Written Opinions on the patentability of the claim as filed.

Inventions Assignment Agreement

Glossary Term

An inventions assignment agreement is a typical feature of an independent contractor or employee agreement where the worker agrees to assign any intellectual property arising from the worker’s services to the company.

Carve-Outs

Glossary Term

A carve-out is an exemption from a contractual agreement.

Confidential Information and Inventions Assignment Agreements [CIIAA]

Glossary Term

Legal agreements signed by company employees sign to secure the intellectual property rights to the employees’ inventions.

Assignment of IP

Glossary Term

The assignment of intellectual property (IP) refers to the process by which ownership of work product created for a company by an employee or consultant is transferred to the entity.

Raise

If venture debt is a better option for you than doing an equity round, here are some key concepts you should understand before executing the term sheet.

Sell

An important step when selling your company is determining the structure of the transaction. You may have heard the terms “merger”, “stock purchase” and “asset sale”. Click here for a quick primer and summary of some of the advantages and disadvantages of each of these transaction types.

Create and Protect

As your company grows, you should start thinking about insurance as a way to protect your business. Whether it is worth it is a balancing exercise, comparing the cost of the insurance against the chance of an event happening for which you would need it; and how much that problem might cost.

Create and Protect

Building, marketing and maintaining a strong brand is fundamental to ensuring the success of a new company. Not only will a strong brand confer a competitive advantage through encouraging brand loyalty, but it will have financial value and help to attract investors.

Create and Protect

Learn answers to commonly asked questions about patent ownership, such as: Why does patent ownership matter? Who owns a patent developed by employees or service providers? How do I make sure my company owns these patents?

Create and Protect

You want to protect how your invention works. Learn what a utility patent is and how to apply for one.

Create and Protect

If you discover someone making impermissible use of your trade mark in a domain name, the Uniform Rapid Suspension System (URS) and the Uniform Domain Name Dispute Resolution Policy (UDRP) each provide for swift resolution of disputes at a fraction of the cost of litigation.

Create and Protect

Your online agreements will define the legal relationship between your company and all of your online customers for years to come.

Create and Protect

Patents provide inventors exclusive rights in their discoveries. Learn about the what, why, when, where and how of the EU patent and UK patent processes.

Raise

The first rule of successful fundraising from VCs is: Be Prepared. Read these suggestions before you hit the road.

Build a Team

Whether you are a UK startup looking to employ your first employees, or a US company looking to recruit someone based in the UK, you should be aware of these points.

Create and Protect

Depending on what your business model is, you may find that your IP is your primary asset. If properly protected, IP can be used to attract investors, grow your market share and keep your competitors from using your innovations.

Build a Team

This guide will provide you with an overview of the key areas that should be included in any employment agreement that you enter into with a new employee.

Sell

Once you have decided to seek a listing of your company’s shares by way of an initial public offering, you will want to ensure the process goes as quickly and as smoothly as possible. This article sets out some steps you can take at any early stage to help prepare your company for an IPO.

Website Terms of Use

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Your online agreements will define the legal relationship between your company and all of your website visitors for years to come. Generate your Website Terms of Use now.

Form of Non-Disclosure Agreement (Unilateral)

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An effective non-disclosure agreement, or NDA, can help protect your company’s intellectual property from being disclosed to a third party.

Form of Non-Disclosure Agreement (Mutual)

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An effective non-disclosure agreement, or NDA, can help protect your company’s intellectual property from being disclosed to a third party.

Create and Protect

For founders, moonlighting on a day job can be thorny. Avoiding some common issues can help set your new venture up for better outcomes.

Create and Protect

Patent protection is an investment in technology. Like other investments, it can be expensive and uncertain.

Create and Protect

If you are looking to manage potential risk of patent claims, consider using this four-step guide to survey the patent landscape, assess risk, and minimize the impact of competitors’ patents on your freedom to operate.

Create and Protect

First time entrepreneurs may be tempted to ask a VC to sign a non-disclosure agreement before pitching them or sending information to them. Here are four reasons why the investor may not be willing to sign the NDA, and why the request may harm your chances to secure funding.

Create and Protect

Companies seeking to avoid employment disputes and to secure intellectual property rights to their employees’ inventions should make sure that all employees have signed confidentiality and inventions assignment agreements.

Start

As part of our continued effort to provide rich, easy to digest guidance and resources that are tailored for busy entrepreneurs like yourself, below is a Quick Reference Guide to Cooley GO content relevant to many of the legal issues discussed in the First Round Capital article.

Start

This article offers a cautionary tale on the legal and business importance of addressing and documenting founders' ownership interests before incorporation.

Create and Protect

Thanks to globalization and outsourcing, a lot of contract manufacturers in China today are large and sophisticated, but many of them still like to use supply agreements that look like nothing more than a sloppy purchase order.

Form of Non-Disclosure Agreement (Mutual)

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This mutual Non-Disclosure Agreement is designed for situations where your company and the other party are exchanging confidential information.

Form of Non-Disclosure Agreement (One-way)

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This one-way (a.k.a. "unilateral") Non-Disclosure Agreement is designed for situations where the company is the only party disclosing confidential information.

Create and Protect

There’s some debate over whether entrepreneurs building products in the computers, mobile devices, semiconductors and software fields should spend precious time and money on obtaining patents.

Build a Team

Early-stage companies frequently overlook many fundamental legal needs and issues surrounding the onboarding of service providers. Here are a few considerations for early-stage companies as they engage workers, and tips to avoid pitfalls that could lead to significant liability.

Board and Advisors

While the board of directors delegates to officers of a corporation (such as the president), the authority to manage “day-to-day” matters, material actions require prior board approval.

Build a Team

Many companies hire contractors so they can have more hands on deck during busy times without the ongoing commitment of hiring employees. Contractors also can provide specialized expertise that can be difficult to fill from the employee workforce.

Board and Advisors

Proper preparation for board meetings and good record keeping practices can protect you and save you money.

Raise

Is your story compelling enough to interest venture capital investors? Do you have demonstrable results? Customer traction? Patented intellectual property? Find out what you should be thinking about before you start to look for venture capital.

Raise

Borrowing money is less dilutive than raising money with your equity, and, with the right relationships and precautions, might be a better option.

Website Terms of Use

Document Generator

Your online agreements will define the legal relationship between your company and all of your website visitors for years to come. Familiarize yourself with common terms by trying out our Website Terms of Use generator.

Create and Protect

A provisional patent application is a document that is filed at the United States Patent and Trademark Office (USPTO) to establish an invention’s “priority date”.

Form of Employee Confidential Information and Inventions Assignment Agreement

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This document should be signed by each employee to confirm that the employee will protect any confidential information received as part of his or her employment, both during and after their employment.

Form of Advisor Agreement

Document Generator

Entering into a written agreement with advisors is important for setting expectations and protecting your intellectual property.

Board and Advisors

Advisor agreements generally include an assignment by the advisor of all intellectual property rights resulting in the course of providing services under the advisor agreement. A prospective advisor may be skittish about signing such an agreement.

Start

Learn what you need to know about stock grants to founders, including vesting, "cliffs", transfers, and what happens on the sale of the company or a founder departure.

Start

Learn what you need to know about stock grants to founders, including vesting, "cliffs", transfers, and what happens on the sale of the company or a founder departure.

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