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Business Formation

83(b) Election For Corporation

An 83(b) election is an IRS filing which is typically filed when vesting is placed on a founding Member's ownership. If the founder/employee does not make the 83(b) election, then he or she may have income as the ownership “vests" and will have to pay income taxes on the income.

83(b) Election For LLC

An 83(b) election is an IRS filing which is typically filed when vesting is placed on a founding Member's ownership. If the founder/employee does not make the 83(b) election, then he or she may have income as the ownership “vests" and will have to pay income taxes on the income. Any language in GREEN is intended to be replaced by the user. Any language in YELLOW is considered optional and the user can choose to include, exclude or substitute the language for another clause in YELLOW. See the accompanying annotations for more guidance.

California Articles Of Incorporation

The Articles of Incorporation is the document which is formally filed and maintained with the state of California. It establishes very basic elements of the corporation like the name and address of the corporation. It should also establish the number and classes of stock, and certain indemnification provisions. Any language in GREEN is intended to be replaced by the user. Any language in YELLOW is considered optional and the user can choose to include, exclude or substitute the language for another clause in YELLOW. See the accompanying annotations for more guidance.

California Bylaws

The bylaws establish how certain formalities of the company will be run. Most importantly, the bylaws establish voting thresholds for approvals to certain actions by the corporations like electing new board members or entering into debt.

California Incorporator's Organizational Action

The California Incorporator's Organizational Action lets the Incorporator of the corporation put in place many key facets of the corporation without having to hold an organizational meeting. Some of these key items include approving the sale of stock to the founders, putting in place the board of directors and officers, and resigning as the incorporator.

California Limited Liability Company Intellectual Property Assignment Agreement

The Limited Liability Company (LLC) Intellectual Property Assignment Agreement is intended to assign certain relevant Intellectual Property from a founding Member of the LLC to the Limited Liability Company. It is most often executed in the formation of the company. Any language in GREEN is intended to be replaced by the user. Any language in YELLOW is considered optional and the user can choose to include, exclude or substitute the language for another clause in YELLOW. See the accompanying annotations for more guidance.

Certificate of Incorporation for a Delaware Corporation

The Certificate of Incorporation is the charter of the corporation which is kept the Delaware Secretary of State as record of the corporation.

Check Company Name Availability

Check your Company Name Availability before you name your company. Before establishing and developing your business, it is wise to check if your company name is available. Being forced to change your company name after you’ve already established a customer base can cause confusion, plus you could face a lawsuit if your name is too similar to a business in the same industry. Luckily, checking the availability of a company name is a simple process.

Confidentiality And Invention Assignment Agreement

A confidentiality and invention assignment agreement is typically signed by all founders and employees of company. The agreement creates a confidential relationship between the parties to protect any type of confidential and proprietary information and assigns all relevant work product to the company during the signors employment with the company.

Convertible Note & Note Purchase Agreement

A convertible note is a loan instrument, but upon the occurrence of an "Equity Financing" - such as raising money from VCs - the note will convert into equity. This particular note contemplates a discount as a concession to note purchasers. Other concessions include a valuation cap and/or warrants which this note does not consider. There are two pieces of this documents, 1) the Note Purchase Agreement and 2) the Note. This is similar to a Stock Purchase Agreement and the underlying Stock Certificate which symbolizes the actually stock held by the purchaser. The Note Purchase Agreement contains many of the key terms of the Note. This is especially helpful if you have multiple people purchasing Notes under the same agreement and you need to make an amendment - there is a governing umbrella agreement that can be amended vs having to amended multiple agreements.

Corporation Spousal Consent Form

The Spousal Consent Form for a corporation, is intended to be signed by the spouse of the stock holder or by the stockholder confirming that they are not married. Due to marriage property rights, spouses are encouraged to sign on to the stock agreements signed by the other spouse.

Corporation Stock Certificate

A corporate Stock Certificate is the formal document which represents an individual's shares held in a corporation.

Delaware Corporation Action By Sole Incorporator

The Action by Sole Incorporator gives a single individual the power to file the Certificate of Incorporation with the state of Delaware and appoint the first Board.

Delaware Corporation Bylaws

The Bylaws of the company state the internal rules of the corporation like the election of Board members and the sale of stock.

Delaware Corporation Director And Officer Indemnification Agreement

The director and officer indemnification agreement provides additional protection from the directors and officers of a Delaware corporation.

Delaware Corporation Unanimous Written Consent Of The Board In Lieu Of First Meeting

The unanimous written consent of the board in lieu of first meeting allows the appointed board of directors of a newly formed Delaware Corporation to establish a number of primary elements of the corporation. Some of these elements include the appointment of the officers and the sale of stock to the founders of the company.

Demand Promissory Note

A demand promissory note is a loan agreement. The agreement establishes how much the company will loan from the individual, the rate of interest, and the repayment schedule or date.

Demand Promissory Note Board Approval

Allows the Board of a company to approve the company issuing debt.

Formation Intellectual Property Assignment Agreement

During the formation of a new company a best practice is to assign all relevant intellectual property to the company using the following agreement. The consideration for the agreement is the sale of ownership to the individual assigning the intellectual property.

Founder Collaboration Agreement

This “Founder Collaboration Agreement” is intended as a seed document that can be used as a framework for a more complex business and legal relationship. It has been provided by Comar Law. Key clauses (1) define the relationship of the founders; (2) provide the expectation that all work will belong to some entity in the future, to be determined; and (3) outline a basic communication and conflict-resolution clause that can help prevent disputes. Terms can be modified on an as-needed basis; comments are provided where needed. This sample agreement is for informational purposes only and does not constitute advertising, a solicitation, or legal advice. Review of or use of this sample agreement does not constitute formation of an attorney-client relationship. COMAR LAW disclaims all liability with regard to use of this sample agreement. Readers of this sample agreement should not rely upon this document without seeking legal advice from a licensed attorney in the reader’s state.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

How to Form a Multi-Member LLC in California

A California Limited Liability Company (LLC) is a business entity formed under the laws of the state of California. It similar to a partnership, providing management flexibility and the benefit of pass-through taxation. A multi-member LLC is owned by multiple people or "members." A standard practice is to have the members choose a single person or a group of people, called "Managers," to run the organization. Forming a California LLC takes places in two stages. You will first file your Articles of Organization with the California Secretary of State. This can take up to a week. Once you have successfully filed your Articles of Organization you can complete the remaining items in the same afternoon and sign them all simultaneously.

How to Form a Single Member LLC in California

Learning how to form a Single Member Limited Liability Company is not that difficult but there are some choices you need to make. A limited liability company that has one owner and is designed to protect that owner against personal liability. Accordingly, it should arguably be treated as a separate “person” for legal purposes, and thus the sole member/equity holder should be shielded from any liabilities of the LLC, including debts and lawsuits.

How to Open a Cafe in California

Know how to open a cafe can be very similar to opening a restaurant. Cafes can cater to many types of customers, whether it be college students, old friends catching up, or tired business people on the go. Opening a cafe is a great way for someone to start their food service business on a smaller scale. Cafes are usually smaller than full-blown restaurants, with fewer menu items and less attention required per customer. Still, starting a cafe business entails many of the same steps required for opening a restaurant. This guide will walk you through the steps of opening a cafe.

How to Open a Restaurant in California

Trying to figure out how to open a restaurant in California - it can be a daunting task. Along with researching the restaurant scene and learning both business and food-industry practices, starting a restaurant requires compliance with licensing procedures and food-service laws. California cities and counties have varying regulations and required permits, so it is important to double check local laws. This guide will set forth the steps necessary for opening a restaurant.

How to Start a Food Truck in California

With lower overhead costs and greater mobility, a food truck can be an exciting opportunity for budding entrepreneurs. However, you must comply with the licensing procedures and food-service laws of each location in which you will be operating. These laws and regulations can vary between locations, so remember to research your local laws. This guide sets forth the necessary steps for starting a food truck in California.

Joint Venture Agreement

This is a basic joint venture agreement for parties who wish to pursue a joint business venture.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Operating Agreement For California Single Member LLC

An operating agreement lays out the structure and rules governing an LLC. The the primary document of an LLC. A single member LLC is intended to be used when there will only be a single owner of the LLC.

Operating Agreement for California Multi-Member LLC

An operating agreement lays out the structure and rules governing an LLC. It is the the primary document of an LLC. A multi-member LLC is intended to be used when there will be more than a single owner of the LLC.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

Privacy Policy for Basic Website with User Generated Content

This privacy policy is to be used as the beginning of a more robust privacy policy for a website with user generated content. The purpose of privacy policy to inform your users how you will use the information they contribute to your site, especially personal information.

Stock Purchase Agreement For Delaware Corporation

The formal agreement which documents the sale of stock to the founders of a Delaware corporation. It will list the number of shares purchased and at what price. One major provision of this agreement is the purchase option or vesting that may be placed on the sold stock.

Stock Purchase Agreement for California Corporation

The formal agreement which documents the sale of stock to the founders of a California corporation. It will list the number of shares purchased and at what price. One major provision of this agreement is the purchase option or vesting that may be placed on the sold stock.

Terms of Use for Basic Website With User Generated Content

This is a template to be used as the beginning of a more robust Terms of Use for any website that has any time of user generated content.

Business Operations

Convertible Note & Note Purchase Agreement

A convertible note is a loan instrument, but upon the occurrence of an "Equity Financing" - such as raising money from VCs - the note will convert into equity. This particular note contemplates a discount as a concession to note purchasers. Other concessions include a valuation cap and/or warrants which this note does not consider. There are two pieces of this documents, 1) the Note Purchase Agreement and 2) the Note. This is similar to a Stock Purchase Agreement and the underlying Stock Certificate which symbolizes the actually stock held by the purchaser. The Note Purchase Agreement contains many of the key terms of the Note. This is especially helpful if you have multiple people purchasing Notes under the same agreement and you need to make an amendment - there is a governing umbrella agreement that can be amended vs having to amended multiple agreements.

Demand Promissory Note

A demand promissory note is a loan agreement. The agreement establishes how much the company will loan from the individual, the rate of interest, and the repayment schedule or date.

Demand Promissory Note Board Approval

Allows the Board of a company to approve the company issuing debt.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

Privacy Policy for Basic Website with User Generated Content

This privacy policy is to be used as the beginning of a more robust privacy policy for a website with user generated content. The purpose of privacy policy to inform your users how you will use the information they contribute to your site, especially personal information.

Terms of Use for Basic Website With User Generated Content

This is a template to be used as the beginning of a more robust Terms of Use for any website that has any time of user generated content.

Commercial Contracts

Asset Purchase Agreement

This is a standard asset purchase agreement that can be used to facilitate the sale of an asset between a buyer and a seller.

Beta Test Agreement

A beta test agreement establishes two primary promises between the user and the company. First, the user will maintain a level confidentiality in their use of the product. Second, the user disclaims liability arising from the product and understands that the product could be inferior or may not function properly because it is a "beta" product.

Copyright Licensing Agreement

This agreement can be used to license copyrightable and/or copyrighted work.

End User License Agreement (EULA)

This End User License Agreement can be used when licensing a software product.

Formation Intellectual Property Assignment Agreement

During the formation of a new company a best practice is to assign all relevant intellectual property to the company using the following agreement. The consideration for the agreement is the sale of ownership to the individual assigning the intellectual property.

Four Types of Intellectual Property Protection

Entrepreneurs and business owners need to understand the basics of intellectual property law, patents, trademarks, copyrights, trade secrets.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

Privacy Policy for Basic Website with User Generated Content

This privacy policy is to be used as the beginning of a more robust privacy policy for a website with user generated content. The purpose of privacy policy to inform your users how you will use the information they contribute to your site, especially personal information.

Software Licensing Agreement

This software licensing agreement can be used for computer, internet, and open source software.

Technology Assignment Agreement

This is a standard technology assignment agreement where a developer can assign intellectual property rights over a technology to a company in exchange for equity or cash.

Terms of Use for Basic Website With User Generated Content

This is a template to be used as the beginning of a more robust Terms of Use for any website that has any time of user generated content.

Trademark Licensing Agreement

This is a standard trademark licensing agreement for parties who wish to license trademarked material.

Vehicle and Equipment Purchase Agreement

A Vehicle and Equipment Purchase Agreement is used to purchase a vehicle or equipment for your business.

Website Development Agreement

This agreement can be used for website development agreements between a developer and his or her client.

Immigration

Advisory Agreement

An advisory agreement should be used between a company and its advisor. The agreement sets forth the expectation of the relationship like work to be performed on behalf of the advisor and compensation. The agreement should also set forth certain key terms like confidentiality and assignment of work product.

Board Approval of Stock Options

This document allows the Board to approve the granting of stock options. Typically a Board must approve the granting of stock options to any individual.

Board Resolution Approving Sale Of Restricted Stock

This is a Board Resolution for a corporation approving the sale of restricted stock pursuant to a stock option plan.

Complete Guide to U.S. Worker's Visas

This is a guide to U.S. worker's visas, HB1 Visas, Temporary Workers,

Confidentiality And Invention Assignment Agreement

A confidentiality and invention assignment agreement is typically signed by all founders and employees of company. The agreement creates a confidential relationship between the parties to protect any type of confidential and proprietary information and assigns all relevant work product to the company during the signors employment with the company.

Consultant Statement of Work

The statement of work describes the work to be performed by a consultant or independent contractor and how they will be compensated for the work. A statement of work often accompanies a master consulting agreement.

Consulting Assistant Confidentiality And Intellectual Property Assignment Agreement

A consulting assistant confidentiality and intellectual property assignment agreement is used by consultants when they use subcontractors or assistants. The agreement ensures subcontractors maintains the same level of confidentiality and work product assignment that the primary consult is with the company requesting the work.

Consulting Invoice

This consulting billing invoice is sent to customers once a job has been completed or the required invoice period has passed for a consulting or independent contracting relationship.

Corporation Spousal Consent Form

The Spousal Consent Form for a corporation, is intended to be signed by the spouse of the stock holder or by the stockholder confirming that they are not married. Due to marriage property rights, spouses are encouraged to sign on to the stock agreements signed by the other spouse.

Creative Independent Contractor Agreement

The following independent contractor agreement is intended to be used with independent contractors that produce designs and creative works for you or your company. The document has been provided by Comar Law. COMAR LAW disclaims all liability with regard to use of this sample agreement. Readers of this sample agreement should not rely upon this document without seeking legal advice from a licensed attorney in the reader’s state.

Employee Handbook

An employee handbook is a set of rules and policies that employees are expected to follow. It is not a formal contract, but an employee is expected to acknowledge the receipt of an employee handbook if one has been adopted by the company.

Employee Offer Letter

An employee offer letter lays out the terms of an employment relationship with a company including the employee's compensation, responsibilities and company policies by which they must abide.

Equity Incentive Plan Board Approval

Equity incentive plan board approval allows the Board of a corporation to approve an equity incentive plan and set how many of the company's shares will be held by the plan. Boards are often required to approve an equity incentive plan.

Equity Incentive Plan Document

An equity incentive plan allows the company to issue restricted and grant stock options to employees, advisors and consultants. The company will need to decide how many of the company's shares are in the equity incentive plan.

Equity Incentive Plan Option Exercise Agreement

An option exercise agreement allows an individual who has been granted stock options to exercise those options.

Equity Incentive Plan Restricted Stock Purchase Note And Restricted Stock Purchase Agreement

This restricted stock purchase note and restricted stock purchase agreement is used to sell restricted stock of company to an individual. The sold stock will come from the company's equity incentive plan.

Equity Incentive Plan Stockholder Approval

An equity incentive plan must be approved by the stockholders.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

Independent Contracting Amendment to Statement of Work

The statement of work is where the consultant describes the specific nature of their work, the expected hours or deliverables and the compensation the consultant is expected to be paid.

Independent Contractor Agreement

This independent contractor agreement (consulting agreement), governs the relationship between a company and an independent contractor or consultant.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Notice To Terminate Independent Contracting Relationship

This agreement is intended to give notice to one party that the independent contractor or the company wishes to terminate the independent contracting agreement. It should only be used if the independent contracting agreement allows for termination upon delivering notice to the other party.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Option Agreement for Equity Incentive Plan

This option agreement is intended to be used under an equity incentive plan (or stock plan). An option agreement grants to the holder of the options a right to purchase stock at a set price sometime in the future.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

Labor & Employment

Advisory Agreement

An advisory agreement should be used between a company and its advisor. The agreement sets forth the expectation of the relationship like work to be performed on behalf of the advisor and compensation. The agreement should also set forth certain key terms like confidentiality and assignment of work product.

Board Approval of Stock Options

This document allows the Board to approve the granting of stock options. Typically a Board must approve the granting of stock options to any individual.

Board Resolution Approving Sale Of Restricted Stock

This is a Board Resolution for a corporation approving the sale of restricted stock pursuant to a stock option plan.

Confidentiality And Invention Assignment Agreement

A confidentiality and invention assignment agreement is typically signed by all founders and employees of company. The agreement creates a confidential relationship between the parties to protect any type of confidential and proprietary information and assigns all relevant work product to the company during the signors employment with the company.

Consultant Statement of Work

The statement of work describes the work to be performed by a consultant or independent contractor and how they will be compensated for the work. A statement of work often accompanies a master consulting agreement.

Consulting Assistant Confidentiality And Intellectual Property Assignment Agreement

A consulting assistant confidentiality and intellectual property assignment agreement is used by consultants when they use subcontractors or assistants. The agreement ensures subcontractors maintains the same level of confidentiality and work product assignment that the primary consult is with the company requesting the work.

Consulting Invoice

This consulting billing invoice is sent to customers once a job has been completed or the required invoice period has passed for a consulting or independent contracting relationship.

Corporation Spousal Consent Form

The Spousal Consent Form for a corporation, is intended to be signed by the spouse of the stock holder or by the stockholder confirming that they are not married. Due to marriage property rights, spouses are encouraged to sign on to the stock agreements signed by the other spouse.

Creative Independent Contractor Agreement

The following independent contractor agreement is intended to be used with independent contractors that produce designs and creative works for you or your company. The document has been provided by Comar Law. COMAR LAW disclaims all liability with regard to use of this sample agreement. Readers of this sample agreement should not rely upon this document without seeking legal advice from a licensed attorney in the reader’s state.

Digital Advertising Master Services Agreement

Standard Digital Advertising Agreement that favors the agency providing digital advertising services. They govern a schedule of work.

Employee Handbook

An employee handbook is a set of rules and policies that employees are expected to follow. It is not a formal contract, but an employee is expected to acknowledge the receipt of an employee handbook if one has been adopted by the company.

Employee Offer Letter

An employee offer letter lays out the terms of an employment relationship with a company including the employee's compensation, responsibilities and company policies by which they must abide.

Equity Incentive Plan Board Approval

Equity incentive plan board approval allows the Board of a corporation to approve an equity incentive plan and set how many of the company's shares will be held by the plan. Boards are often required to approve an equity incentive plan.

Equity Incentive Plan Document

An equity incentive plan allows the company to issue restricted and grant stock options to employees, advisors and consultants. The company will need to decide how many of the company's shares are in the equity incentive plan.

Equity Incentive Plan Option Exercise Agreement

An option exercise agreement allows an individual who has been granted stock options to exercise those options.

Equity Incentive Plan Restricted Stock Purchase Note And Restricted Stock Purchase Agreement

This restricted stock purchase note and restricted stock purchase agreement is used to sell restricted stock of company to an individual. The sold stock will come from the company's equity incentive plan.

Equity Incentive Plan Stockholder Approval

An equity incentive plan must be approved by the stockholders.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

How to Hire a Contractor in California

Hiring a contractor (also known as an independent contractor) is to hire any non-employee who provides you with a service. Examples can include non-employee software engineers, accountants, marketing consultants and lawyers. Hiring a consultant requires defining the relationship, the expected work and payment, and ensuring that work product is properly assigned to the company.

How to Hire an Employee in California

Knowing how to hire an employee can be critical to staying compliant with state and federal regulations. This can also help to protect your business again misunderstands with employees.

Independent Contracting Amendment to Statement of Work

The statement of work is where the consultant describes the specific nature of their work, the expected hours or deliverables and the compensation the consultant is expected to be paid.

Independent Contractor Agreement

This independent contractor agreement (consulting agreement), governs the relationship between a company and an independent contractor or consultant.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Notice To Terminate Independent Contracting Relationship

This agreement is intended to give notice to one party that the independent contractor or the company wishes to terminate the independent contracting agreement. It should only be used if the independent contracting agreement allows for termination upon delivering notice to the other party.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Option Agreement for Equity Incentive Plan

This option agreement is intended to be used under an equity incentive plan (or stock plan). An option agreement grants to the holder of the options a right to purchase stock at a set price sometime in the future.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

Lawsuits & Disputes

Advisory Agreement

An advisory agreement should be used between a company and its advisor. The agreement sets forth the expectation of the relationship like work to be performed on behalf of the advisor and compensation. The agreement should also set forth certain key terms like confidentiality and assignment of work product.

Board Approval of Stock Options

This document allows the Board to approve the granting of stock options. Typically a Board must approve the granting of stock options to any individual.

Board Resolution Approving Sale Of Restricted Stock

This is a Board Resolution for a corporation approving the sale of restricted stock pursuant to a stock option plan.

Confidentiality And Invention Assignment Agreement

A confidentiality and invention assignment agreement is typically signed by all founders and employees of company. The agreement creates a confidential relationship between the parties to protect any type of confidential and proprietary information and assigns all relevant work product to the company during the signors employment with the company.

Consultant Statement of Work

The statement of work describes the work to be performed by a consultant or independent contractor and how they will be compensated for the work. A statement of work often accompanies a master consulting agreement.

Consulting Assistant Confidentiality And Intellectual Property Assignment Agreement

A consulting assistant confidentiality and intellectual property assignment agreement is used by consultants when they use subcontractors or assistants. The agreement ensures subcontractors maintains the same level of confidentiality and work product assignment that the primary consult is with the company requesting the work.

Consulting Invoice

This consulting billing invoice is sent to customers once a job has been completed or the required invoice period has passed for a consulting or independent contracting relationship.

Corporation Spousal Consent Form

The Spousal Consent Form for a corporation, is intended to be signed by the spouse of the stock holder or by the stockholder confirming that they are not married. Due to marriage property rights, spouses are encouraged to sign on to the stock agreements signed by the other spouse.

Creative Independent Contractor Agreement

The following independent contractor agreement is intended to be used with independent contractors that produce designs and creative works for you or your company. The document has been provided by Comar Law. COMAR LAW disclaims all liability with regard to use of this sample agreement. Readers of this sample agreement should not rely upon this document without seeking legal advice from a licensed attorney in the reader’s state.

Employee Handbook

An employee handbook is a set of rules and policies that employees are expected to follow. It is not a formal contract, but an employee is expected to acknowledge the receipt of an employee handbook if one has been adopted by the company.

Employee Offer Letter

An employee offer letter lays out the terms of an employment relationship with a company including the employee's compensation, responsibilities and company policies by which they must abide.

Equity Incentive Plan Board Approval

Equity incentive plan board approval allows the Board of a corporation to approve an equity incentive plan and set how many of the company's shares will be held by the plan. Boards are often required to approve an equity incentive plan.

Equity Incentive Plan Document

An equity incentive plan allows the company to issue restricted and grant stock options to employees, advisors and consultants. The company will need to decide how many of the company's shares are in the equity incentive plan.

Equity Incentive Plan Option Exercise Agreement

An option exercise agreement allows an individual who has been granted stock options to exercise those options.

Equity Incentive Plan Restricted Stock Purchase Note And Restricted Stock Purchase Agreement

This restricted stock purchase note and restricted stock purchase agreement is used to sell restricted stock of company to an individual. The sold stock will come from the company's equity incentive plan.

Equity Incentive Plan Stockholder Approval

An equity incentive plan must be approved by the stockholders.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

Independent Contracting Amendment to Statement of Work

The statement of work is where the consultant describes the specific nature of their work, the expected hours or deliverables and the compensation the consultant is expected to be paid.

Independent Contractor Agreement

This independent contractor agreement (consulting agreement), governs the relationship between a company and an independent contractor or consultant.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Notice To Terminate Independent Contracting Relationship

This agreement is intended to give notice to one party that the independent contractor or the company wishes to terminate the independent contracting agreement. It should only be used if the independent contracting agreement allows for termination upon delivering notice to the other party.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Option Agreement for Equity Incentive Plan

This option agreement is intended to be used under an equity incentive plan (or stock plan). An option agreement grants to the holder of the options a right to purchase stock at a set price sometime in the future.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

Non-Profit

Convertible Note & Note Purchase Agreement

A convertible note is a loan instrument, but upon the occurrence of an "Equity Financing" - such as raising money from VCs - the note will convert into equity. This particular note contemplates a discount as a concession to note purchasers. Other concessions include a valuation cap and/or warrants which this note does not consider. There are two pieces of this documents, 1) the Note Purchase Agreement and 2) the Note. This is similar to a Stock Purchase Agreement and the underlying Stock Certificate which symbolizes the actually stock held by the purchaser. The Note Purchase Agreement contains many of the key terms of the Note. This is especially helpful if you have multiple people purchasing Notes under the same agreement and you need to make an amendment - there is a governing umbrella agreement that can be amended vs having to amended multiple agreements.

Demand Promissory Note

A demand promissory note is a loan agreement. The agreement establishes how much the company will loan from the individual, the rate of interest, and the repayment schedule or date.

Demand Promissory Note Board Approval

Allows the Board of a company to approve the company issuing debt.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

Privacy Policy for Basic Website with User Generated Content

This privacy policy is to be used as the beginning of a more robust privacy policy for a website with user generated content. The purpose of privacy policy to inform your users how you will use the information they contribute to your site, especially personal information.

Terms of Use for Basic Website With User Generated Content

This is a template to be used as the beginning of a more robust Terms of Use for any website that has any time of user generated content.

Patents

Formation Intellectual Property Assignment Agreement

During the formation of a new company a best practice is to assign all relevant intellectual property to the company using the following agreement. The consideration for the agreement is the sale of ownership to the individual assigning the intellectual property.

Four Types of Intellectual Property Protection

Entrepreneurs and business owners need to understand the basics of intellectual property law, patents, trademarks, copyrights, trade secrets.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

What Is a Patent

A patent is a form of intellectual property intended to protect the inventions of others. One can patent inventions, processes and methods of doing something

Real Estate

Broker Agreement

This Broker Agreement sets forth the terms between a Broker and property Owner in California to find a tenant for the property. In many circumstances, Broker Agreements are Exclusive.

Commercial Lease Agreement

Triple Net Lease commercial lease agreement for commercial office space, commercial office buildings, or commercial property located in California. In triple net lease agreements, the tenant pays rent + taxes, insurance, and maintenance.

Commercial Property Rules and Regulations

Rules and regulations for commercial real estate located in California.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

House Rules for Residential Lease

These house rules allow the landlord to detail the rules and conduct for tenants of a residential property. Violation of the house rules are grounds for eviction.

How to Evict a Tenant in California

Evicting a tenant under California law is a time-consuming, multi-step process. The only way to legally evict a tenant is by filing a lawsuit. California calls eviction lawsuits “Unlawful Detainer” actions, and you should expect the entire process to take about one month. The landlord is the “plaintiff” and the tenant is the “defendant”. This guide will outline all of the steps necessary to evict a tenant.

How to Rent Property in California

Knowing how to rent property in california can be tricky. The rental market in California is flourishing and many people are seeking to earn money by renting out their property. Being a landlord requires taking on many responsibilities and creating a rental property is not as simple as finding a tenant and signing a rental contract. The process involves a bit of research, preparation, and consideration of several California and federal laws. This guide will help prospective landlords prepare their property for rent.

Landlord Paint Disclosure

Disclosure of lead based paint is required when renting a property built before 1978, you will have to tell your tenant about their potential exposure to lead-based paint.

Letter Of Intent To Purchase Real Estate

This Letter of Intent To Purchase Real Estate sets out the proposed terms and conditions between a purchaser and a vendor for the purchase of real estate. The letter of intent provides for the purchase price, deposit, financing and states that the letter of intent is not legally binding on either party, before a formal purchase agreement is executed.

Pet Agreement

A pet agrement is between a landlord and tenant which allows the tenant to keep certain pets in the rented space as described in the agreement.

Property Management Agreement

This property management agreement is intended for real estate owners to execute with those managing their property for rental purposes.

Real Estate Purchase Agreement & Deposit Receipt (With Broker)

Agreement to purchase commercial or retail real estate. Ideal for office buildings and commercial spaces. Agreement contemplates the presence of a broker in the transaction, but those provisions may be removed.

Rental Application

Rental application for apartment or home. This is none binding form that a potential tenant will deliver to a potential landlord giving the landlord certain information about the potential tenant regarding their qualifications as a tenant.

Residential Lease Agreement

California residential lease agreement for an apartment or house.

Security Deposit Agreement

This is a Security Deposit Agreement between Landlord/ Tenant which includes conditions for when a Security Deposit will be vacated.

Thirty Day Eviction Notice

A 30-day eviction notice is required on a month-to-month or expired lease. You are required to wait 30 days before you proceed with filing a lawsuit.

Three Day Notice to Pay Rent or Quit

If you are evicting the tenant because of failure to pay rent, you must serve the tenant with a three-day notice of the rent due. You can only ask for the amount that was actually due, so utilities and penalties must be excluded. The notice must also provide the name, address and phone number of the person to whom the rent must be paid, or the name, street address and account number of the financial institution where the rent must be paid. The three-day notice is also used when the tenant has violated a provision of the rental agreement. If the violation is correctable, like having a pet when no pets are allowed, then you must give the tenant three days to remedy the problem. If the violation is based on illegal activity or other violations that aren’t easily remedied, then notice is an order for the tenant to leave the unit in three days.

Securities & Finance

Acknowledgement of Receipt of Stock and Consent Form

This Acknowledgement of Receipt of Stock and Consent Form can be used to recognize receipt of stock between an issuer and purchaser.

Convertible Note & Note Purchase Agreement

A convertible note is a loan instrument, but upon the occurrence of an "Equity Financing" - such as raising money from VCs - the note will convert into equity. This particular note contemplates a discount as a concession to note purchasers. Other concessions include a valuation cap and/or warrants which this note does not consider. There are two pieces of this documents, 1) the Note Purchase Agreement and 2) the Note. This is similar to a Stock Purchase Agreement and the underlying Stock Certificate which symbolizes the actually stock held by the purchaser. The Note Purchase Agreement contains many of the key terms of the Note. This is especially helpful if you have multiple people purchasing Notes under the same agreement and you need to make an amendment - there is a governing umbrella agreement that can be amended vs having to amended multiple agreements.

Demand Promissory Note

A demand promissory note is a loan agreement. The agreement establishes how much the company will loan from the individual, the rate of interest, and the repayment schedule or date.

Demand Promissory Note Board Approval

Allows the Board of a company to approve the company issuing debt.

General Release of Liability Agreement

A general release of liability agreement is a very basic way of allowing an individual or business to release liability deriving from a certain event in consideration for a cash payment or asset.

Trademarks & Copyrights

Check Company Name Availability

Check your Company Name Availability before you name your company. Before establishing and developing your business, it is wise to check if your company name is available. Being forced to change your company name after you’ve already established a customer base can cause confusion, plus you could face a lawsuit if your name is too similar to a business in the same industry. Luckily, checking the availability of a company name is a simple process.

Formation Intellectual Property Assignment Agreement

During the formation of a new company a best practice is to assign all relevant intellectual property to the company using the following agreement. The consideration for the agreement is the sale of ownership to the individual assigning the intellectual property.

Four Types of Intellectual Property Protection

Entrepreneurs and business owners need to understand the basics of intellectual property law, patents, trademarks, copyrights, trade secrets.

How to Obtain a Copyright

Registering a copyright with the U.S. Copyright office allows you to file a lawsuit and take someone to court for violating your copyright. You must have registered that copyright first otherwise you cannot file a lawsuit. The following task list walks you through the copyright registration process using the U.S. Copyright office electronic filing application.

How to Obtain a Trademark

A federal trademark is a symbol, word, or words legally registered or established by use as representing a company or product within the United States.

How to Open a Bar in California

Opening a bar in California can be a costly, time-consuming endeavor. Just like opening a new restaurant, you will need a thorough business plan, approval of several government agencies, and many permits and licenses. This guide outlines the steps necessary to open a bar in California.

Mutual Non-Disclosure Agreement

A mutual non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the parties wish to share with one another for purposes of a potential or actual business relationship, but wish to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

One-Way Non-Disclosure Agreement

A one-way non-disclosure agreement (NDA) is a legal contract between at least two parties that outlines confidential material, knowledge, or information that the disclosing party wishes to share with the receiving party for purposes of an actual or potential relationship, but wishes to restrict access to or by third parties. As such, an NDA protects nonpublic business information.

Patent Assignment Agreement

A patent assignment agreement is intended to assign a patent to a company. The assignment must be supported by separate consideration which may be a nominal amount or a larger value.

Six strikes and you're out for pirated materials

AT&T, Cablevision Systems, Comcast, Time Warner Cable and Verizon implement a “six-strike” plan to educate and eventually prevent pirates from downloading material.

Trademark Cease and Desist Letter

This trademark cease and desist letter can be used as a first form of communication against potential trademark infringers. This letter will notify the infringer of their potential infringement and request that the infringer stop using the mark.

What Is a Copyright

Copyrights are a form of intellectual property protection. Many things can get a copyright like music, software, books and much more.

What Is a Trademark

A trademark is a form of intellectual property. Trademark a logo, trademark a name, trademark a slogan