Checklist of Agreements required by a Typical High-Tech Start-Up


1. Confidentiality/Non-Disclosure

2. Incorporation documents:

  • Types of Business Organizations
  • Legal Considerations
  • Management Set-Up
  • Liability of Officers/Directors
  • Steps to forming a [Massachusetts] corporation:
    1. meet with incorporator(s) to gather required business arrangement
    2. prepare 'Action By Consent of Incorporators' document
    3. prepare 'Assignment, Assumption and License' document
    4. prepare and file [with State]'Articles of Organization'
    5. prepare [Massachusetts] 'By-Laws'
    6. procure 'Stock kit' and corporate seal
    7. prepare and issue initial 'founders' stock
    8. prepare 'Stock Restriction' agreement

3. Employment Agreement [if more than 1 founder]

4. Stock Restriction/Buy-Sell Agreements

5. Employee Non-Disclosure/Inventions Agreement

6. Consulting/Independent Contractor Agreement:

7. Product Agreements

  • Hardware
  • Software License (negotiated, "Shrink-wrap", "Click-wrap")
  • OEM
  • Value Added Reseller [VAR]
  • Independent Software Vendor [ISV]
  • Integrator
  • Distributor
  • Sales Representative
  • Porting agreement
  • Beta agreement
  • Eval Agreement

8. Joint Development/Marketing Agreement:

9. Technology Transfer/Royalty Agreement:

10. Joint Venture Agreement:


If you need any of the above agreements reviewed or drafted, call OnLine Counsel for a fast, cost-effective response (508-366-8825).

JOSEPH VALOF, ESQ.
1 WESSONVILLE VILLAGE WAY
WESTBORO, MA 01581
PH: 508-366-8825
FAX: 508-366-8825
E-MAIL: igcatty@earthlink.net

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