Archive for September, 2009

Startup FAQ 11. What’s the Difference Between a Work-for-Hire and an Assignment Agreement?

Ein minuten, bitte. Aren’t you forgetting something back there? If my company doesn’t get a work-for-hire agreement, why can’t we just get an assignment agreement later?”

As assignment is good, but not as good as a work-for-hire. A proper work-for-hire is a permanent vesting of copyright ownership in the buyer. But if [...]

Startup Legal FAQ 10. – Why Use Independent Contractor Agreements?

I suppose I need an independent contractor agreement too?

Yes. Yes you do.

Ideally, you need one that uses the magic words “works made for hire.”

Ownership of intellectual property is counterintuitive. Mere payment for deliverables does not necessarily secure clean title from independent contractors. Under US copyright law, in order to be deemed to be “works made [...]

Startup FAQ 8-9: Why use employment agreements?

Why do I need employment agreements? Can’t I trust my own employees?

Of course you should hire people you can trust. You may even enjoy a personal bond with your employees and treat them like friends and family. But the employment relationship is fundamentally a business deal. And business deals should be governed by written agreements.

Without [...]

startup legal FAQ – 7. What is a PPM?

What is a PPM and why do I need one?

A Private Placement Memorandum, or PPM, is a formal description of the investment opportunity offered by your company. Before taking money from investors (or lenders), you may wish to consider circulating a PPM to inform them of the basic provisions of your business plan, a description [...]

startup legal FAQ – 6. Why form a company?

Do I really need to form a company or can I do business without one?

With few exceptions, all business should be conducted from within a company that is properly formed and organized as a corporation, a limited liability company (LLC), a limited partnership (LP) or the like. Why? Four basic reasons:

a. Asset Protection. Deservedly or not, [...]