ainerd October 9, 2020

I recently interviewed Mary Hodges, ESQ. of stlstartuplawyer.com on the key essentials to consider when starting a tech company. Here are a few takeaways:

1. Startups have industry standards that investors expect to see and working with a startup attorney can ensure you’re set up the right way

2. You want to make sure your Intellectual Property is not only transferred into the business but that it’s protected in the future

3. An attorney can help you structure your equity with your co-founder(s) in a way that projects the business and the co-founders

Mary Hodges, StlStartupLawyer.com

You can hear the full interview Podcast: Why you should use an attorney to start a tech startup. or watch it on YouTube: Ai Nerd – Why You Should Hire An Attorney To Start A Tech Startup.

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  3. Why you should use an attorney to start a tech startup.
Why You Should Hire An Attorney To Start A Tech Startup

Full Interview:

Thomas Helfrich
I’d like to thank today Mary Hodges from STL, startup lawyer for joining me, Mary Hodges sq. I have absolutely no idea what that means maybe Esquire, but I don’t know why attorneys feel obligated to put this or PNP or MD or the Pimp. Mary, nice to Nice to see you. And thank you for joining. Maybe you can start with why Sq is put on? Why is it needed?

Mary Hodges
Thanks for having me. I think it’s just one of those things like I’m still in debt from law school, and you just want people to know that, that you that you really worked hard for something, you know, and I think that’s why people ask you, it gives it a nice little ring.

Thomas Helfrich
Is there a is there currently, like a care package that requires you to have the Sq and if you do, the student loans will be taken away.

Mary Hodges
I would love if that were true. But I don’t think I don’t think it’s true. And come full circle back around with that.

Thomas Helfrich
Well, today’s topic is the essentials for starting a business. And specifically, since you’re an attorney in this field, I like to just know, kind of know, your expertise, your background and get into what we should know about using an attorney as part of a startup as part of starting a business. So maybe give us a little little background on you and why we should trust you.

Mary Hodges
Sure. So I’ve been licensed for 10 years, and six of those years, I’ve owned my own business, October 1 was actually my business birthday. So I’m an entrepreneur myself, and I can kind of I can put myself in the seat of some of my clients, just understanding what some of their concerns are about budgeting about cost and just knowing, knowing, having relations with my client or being able to relate to my client from that perspective. But when I started my firm, I wanted to kind of take agency over the type of work that I did, because you know, a lot of lawyers will start out and they’ll just take whatever work that comes in, they’ll consider themselves a general practitioner. And I wanted to really define myself in the niche of working with startup companies. And the vast majority of my clients, I’ve worked with several hundred clients in the past six years, the vast majority of my clients are those mostly tech tech startup companies. And so just with working with them, and being in this industry, and doing a lot of research on my own, I’ve, I’ve come to learn what is really expected in this industry, when you’re creating a startup, what your investors are going to want to see what is industry standard. And if you don’t know where to go to find that type of work, if you are just finding some lawyer that works with businesses, but isn’t familiar with a tech startup company and what their concerns are, then they might organize you in a way that’s not typically industry standard. And I’ve seen that time and time again. Or you could go out to Legal Zoom, and you know, save money and Legal Zoom doesn’t know what what a startup company needs, and what they’re looking for. Legal Zoom is great for certain types of businesses. But if you’re a startup company, and you’re looking to raise capital, there’s very specific things that you need to be structured with, that investors are going to want to see. So it’s important to just get it done right from the start. Yeah, that makes sense.

Thomas Helfrich
But, you know, you mentioned Legal Zoom, or just me doing it myself in the forms like, is your role to set it up? Or is it just me? Or is it a mitigation of risk? Why? Why does it matter? I guess these two use an attorney versus not

Mary Hodges
So when you’re thinking about a typical startup structure, there are things that I know that unless you’ve taken the time to do a lot of research yourself and and some cope and some startup founders have done that type of research, most of them have not, there is a specific amount, there’s typically a general amount of like, how many shares Should I authorize? How should I split those shares between founders? How what percentage of those shares needs to go into an equity compensation plan? What do my What do my legal agreements need to say when I’m purchasing the shares? vesting is, you know, very popular mechanism for startup founders to use. And if you don’t know about that, if you don’t know how to set up vesting on your shares, and then you don’t know that you need to file an 83 b election, there’s just a lot of things that can come up that if a if a lawyer doesn’t tell you, you may not know that you need to do it. And Legal Zoom is not the type of company that’s going to tell you that you need to do it. There are some really good incorporation companies for tech startups out there that I have relationships with and I see people incorporating through those types of services a lot and it ultimately can save them some money. But eventually you’re going to need an attorney to come in to make sure all that stuff was set up correctly. And you answered the questions correctly.

Thomas Helfrich
Yeah, that seems fair. So what give me like go through like a top five list of the things that absolutely you should consider an know when you’re starting a any company, but specifically around a tech company, have engagement with an attorney, you know, let’s go with you have to use an attorney should actually use attorney to mitigate risk down down the road. What are the top five things I should know.

Mary Hodges
About working with the attorney or set or the structure?

Thomas Helfrich
Either Really? I mean, so within the structure, what what a, as an attorney, what do you advise people do to start their company?

Mary Hodges
Sure. So the biggest question is initially going to be Should I form as an LLC or a corporation. And a lot of times I tell clients, or potential clients, like do not lose sleep over that. The industry standard for a tech startup company that’s going to be getting investment down the road is a Delaware C corporation. However, I talk to a lot of people who they’re starting a business, and they want to get it out there to see if there’s even a minimum viable product to see if there’s even a market for what they’re doing. And they’re not quite sure if their idea is going to be ready for investors. And they want to have a simplified structure with an LLC. And so I tell them, like if you want to start out simple in the beginning, with an LLC, you certainly can get investment into LLC, a lot of times, Angel groups will invest into an LLC, because if there’s a loss in the business, they can take those losses against other income that they have. So there’s some tax reasons why you might want to consider an LLC to begin with. But once you get venture funding, they’re going to typically want you to convert to a Delaware C Corp anyways. So I always tell those clients Look, if you’re just if you’re not sure about the direction of your company, and you want to simplify it, and start as an LLC, do it. And if your idea is good enough, then you can just do the conversion, in conjunction with a financing down the road. That happens all the time, Facebook started as a Florida LLC, and look where they are now. So I try not to have clients lose sleep over that decision, simply because if your idea is good enough, it will, it will work up. So that’s the big, that’s the big thing. The second thing, and really, I think the most important thing is those conversations that you have with a co founder, if you are starting a business with other people. A lot of times people are going into business with their friends or people that they know very well. And they don’t plan for things to go wrong. So the biggest thing is having those conversations between founders on how are we going to split equity. If it’s just two of you, and you want to split equity equally, how are what are you going to do if you guys disagree on a major decision?

And then we talked about startup vesting, having your shares vest? What would our vesting look like a startup founders? And do you want me to explain vesting right now? Or?

Thomas Helfrich
Absolutely. I mean, like anything that you think could be useful for somebody who’s out there going, I want to start my own company, I have an idea.

Mary Hodges
Sure, sure. So vesting is when you get shares in your company, I’ll just give an example. Let’s say you start a company, you authorize 10 million shares, you throw a million of it, 10% of that into a stock plan, and then you and your founders want to split 8 million, and maybe keep a million just for who knows what. So you and your founders split 4 million shares a piece, and your 4 million shares are going to be subject to restrictions you own those shares. But if you were to decide to leave the business before a certain allotment of time, the company has the right to repurchase, repurchase some of those shares, depending on how long you’ve been with the business. And that just really protects the company and the other co founder who decides to stay and continue working simply because if you were the founder who’s trying to stay in the business, and your partner wants to leave, and they’re taking almost half of the company with them, you may not have the capital to buy all of those shares back at their fair market value. And it just creates a big headache. So you want those you want your founders to make that time commitment to the business and see the value of the company raise over time. So that’s why we create a vesting schedule. And the the typical vesting schedule that you’ll see in a startup company, they call it four years with a one year cliff, meaning that after that first for that first full year 25% of your equity will then kind of release from that restriction, it becomes unvested. And then every month after that, over the next three years, equal installments will become released from that restriction. And so after four years, you own all of that stock free and clear.

Thomas Helfrich
Well, it actually is interesting. So I think a lot of maybe on today’s age with COVID, and everything else, you know that we think a lot of startup companies start with people who are already working full time. So what do you do if you’re working full time is there’s like specific advice maybe that you should take into consideration if you’re a full time employee somewhere. nd you’re like, No, I have an idea. I’m gonna go start it, I’m gonna, I’m gonna go start this company. What should they consider in this scenario?

Mary Hodges
In the legal sense, they call that moonlighting. So it’s like where you have a full time business or a full time job and then you’re on the side kind of building another business and I don’t know if anyone watches that show that watch that show on HBO Silicon Valley. But they did an episode about this where the guy used the use company equipment and his job. And I think some of their company property, maybe one of their computers to write like a line of code in this thing that he was building. And they then came back and tried to say that they owned everything, because anything that you do while you’re on the premises of your employer, while you’re on their time, while you’re using their equipment, that’s typically going to be their intellectual property. So I always tell clients who are in that predicament, you need to draw very clear lines about when you’re actually working on this idea. And when you’re working for your employer, because you don’t want to run into a situation where they’re now going to take, try and take some stake or ownership into what you’re building, because you did it on their time and with their equipment. The other big thing to make sure is that if you’re even in similar industries, as where you’re working, you got to, you know, you got to look out for whether you have non competes or non solicitations with those companies, non competes are, they’re illegal in California, hands down. But in some states, they’re, you know, arguably unenforceable, depending on how its structured. But you also just want to make sure you’re not using the intellectual property of the company that you’re working for to build this new business.

Thomas Helfrich
It’s interesting you say about the time that’s a very interesting consideration if, you know, if you’re a W2 employee somewhere and you’re using time throughout the day, it doesn’t matter when that time is there just have the after hours. But if there’s no set work schedule, talk about that a little bit. So interesting factor that that I don’t think most people would consider if you’re not using their equipment or ideas, your own idea, your own computers, your own time your own home, to talk about the time splits of of that.

Mary Hodges
Well, that’s it gets a little bit more complicated for someone who’s a salaried employee, right? Because, you know, if you’re being paid by the hour, and they’re paying you for a specific time, that’s a very clear window, that you should not be doing your work while you’re getting paid by the hour. If you’re a salaried employer, then sometimes those lines are a little blurred. A lot of times, it may just be the expectation of the employer. So do they expect you to? are they paying you from nine to five? Is that what the expectation is? And if they are, are you spending that time during the day building your idea? It does, those lines become a little bit more blurred? Very much. So when you are a salaried employee. So so just to be safe? And it really depends on is your idea like something completely separate from this business to where they’re not going to even care that you’re doing this on the side? Or is it something where they would be concerned if they if they learned that you might have been doing this, you know, during the day while you were working for them, they might have concerns over whether you use their intellectual property. If that’s the case, I think you should draw very, very clear lines, that you, you know, have the set time that you’re working for your company, for your for your employer, and then you have set time that you’re working for the company and these those two typically don’t intermingle.

Thomas Helfrich
That’s a seems like a good use of an attorney to ask. That was a shameless plug.

Mary Hodges
Thank you.

Thomas Helfrich
Yeah, you’re welcome. There’s, I would say, you know, if you think about, you know, you know, let’s say you’ve fast forward a little bit, you got the company set up, you’ve, you’re all ready to go. Now you’re going to hire people? How do you protect maybe the IP? And, you know, now your new employer? What, what would you recommend from the early set of what do you do, I guess, to protect your IP as you bring in potentially, people that aren’t going to stay long? Or you just don’t know? I mean, can you talk about the IP protection of your actual company?

Mary Hodges
Sure. Well, for one, I’m glad you brought up IP protection, because one, I’ll kind of backtrack and then and then answer your direct question. Where I say some people kind of screw up in the beginning is that they have an idea, but maybe they’re not the tech person. And they’ve been working with a developer to build something. And before they’ve Incorporated, they never entered into any agreements with that developer about transferring the intellectual property. And so it’s like you, you need to get those agreements ASAP. Like, if someone’s going to build something for you that you plan on using in your business, you need to have an intellectual property assignment agreement, whether it’s whether it’s a clause that’s wrapped up into whatever the agreement you guys entered into, or it’s a standalone agreement by itself, you should have some type of agreement that says what I build for you is going to belong to this future company or to you until you transfer it into the future companies.

Thomas Helfrich
Does that have to be a signed agreement can be an email and reply back that says, I agree.

Mary Hodges
It should, I mean, you’re talking about the IP is the most important thing in your company. It’s the only asset that you have. When you’re starting out for a tech startup. I mean, your work and your expertise is considered an asset but the the biggest asset is going to be the thing that you’re building. It should be in an agreement. Now having an email writing and an agreement might help you down the road if there is a problem. But to be too, if you’re want to be the safest you can be it should be in an actual agreement. Yeah, so you want to do that in the beginning before you actually incorporate. And then when you incorporate, when you incorporate, you’re going to be signing intellectual property contribution agreements for the founders. But then when it’s time to bring on employees, then yeah, you absolutely have, you know, an employee onboarding packet that basically lays out the expectation of their employment with you. And it lets them know, we call it a sipper, a confidentiality and intellectual property assignment agreement. And the employee is going to sign a confidentiality agreement, saying that what they learn in your business and the confidential information that they acquire, while working with your company is going to remain confidential. And what they create for your business is going to automatically be owned by the business that’s called works made for hire. And typically, an employee who’s an agent of your business who’s working for your business is going to kind of automatically that’s usually somewhat automatic and IP law, but you want to make sure that’s memorialized in a contract. You also want to include non solicitation provisions if you if if there’s a risk for that employee to leave your company and take customers.

Like I, like I mentioned about non compete, sometimes they are unenforceable depending on where you are, if you can have a non compete. You know, it’s good to have one However, I’m typically a person that if it came to an employee just wanted to change jobs, and they were in they were in a similar industry, but it really wasn’t a threat to your business. I’m not one to say like to restrain someone’s trade and kind of block them from being able to take care of their family if it’s if it’s not a threat to your business.

However, having it in there is good if you can, that way you can address the issues, if it comes up later down the line, and they try to change employment. And you are concerned about the the competitor that they’re going to work with, you could potentially block that.

Thomas Helfrich
Interesting. So we’ll actually in this, you know, this new world, right? If what if I’m hiring, I go to Upwork I hire somebody on a global work platform. Tell me about how to even approach that facilitate get a Liana visa, you know, crowdsource places, right? Go to Upwork for $500, build me this, it’ll be 1000 people that will reply back? How do I protect it in that type of outsource relationship?

Mary Hodges
Well, those are usually contractors, they’re not going to be your employees. So with an independent contractor, I believe on Upwork. So a lot of times on those platforms, they might have terms that automatically say what a person creates for you is your IP. So you want to check the platform terms first, to see how are they How are they treating IP automatically without me having to do anything. Because if that’s if that’s in the terms of use, then you should be covered there. If it doesn’t address that, then you should have those specific conversations with the person you’re going to be hiring on Upwork about the IP. So a lot of times you get up work for things like you said, building a website, graphic design, all kinds of things, but you want to own that as the as the company. So you want it to be clear that the person creating it for you is transferring that to you is transferring all the intellectual property rights to you as a part of your payment to that person.

Thomas Helfrich
It seems like there’s a ton of things that could go wrong to start and you don’t really know until later when it’s too late. What are they like maybe top couple absolute do not use when you’re starting? Maybe any company, but specifically around a tech company.

Mary Hodges
Do not well, the bit, here’s the biggest screw up I’ve ever seen. And it’s the most costly. So you’re like, someone will start a company. And they don’t understand the difference between what authorized shares means. When you’re starting a corporation, you’re identifying how many shares you’ve authorized in that corporate charter, the documents you file with the state are gonna say this is we have the ability to issue 10 million shares. I’ve seen people issue more shares than they actually have authorized and their charter. If you do that in Delaware, the filing fee just to correct that mistake alone is 20 $500. Not on top of the lawyers fee to have to go back and change and fix and write all these board and shareholder consents. that’s a that’s a pretty big nightmare. It’s solvable, solvable question. It’s a solvable problem, but it is a kind of costly and so if you’re a new company and you don’t want like a mistake like that, you have to really you have to really document who’s getting shares in your company. When did they get those shares where what’s the governing document that is

Giving them those shares, was there a board consent to authorize that they got those shares. So I think where a lot of people don’t know that a lot of people don’t know the formalities around issuing equity, and what has to be done in the company to make sure it’s done correctly. And that’s a huge, that’s a huge area, because and investors, when they find investors interested in your company, they go through what they call due diligence to look at the strength of your company, they look at the they look at everything in your company, when it comes to the legal side, they want to look to see if they call it your cap table. It means like, who owns what in your company is what a cap table is, they are going to look at your cap table, and they’re going to want to see documentation that said that shows you this person owns this much shares, they received them on this day, they signed this agreement, it was approved by the board on this day. And they’re going to want a historical record that tracks every single transaction of equity issuance, because they’re getting ready to invest in your company, and the price of what they invest how much they get what percentage down, that’s all contingent on having all of that information right before that. So if you don’t have good records for that, that could be a problem with investors down the road. And then you got to hire an attorney to fix it and clean it up. I’ve done cleanup for companies before who didn’t really have a lot of things documented, and it costs thousands of dollars, because it’s a lot of time for an attorney to have to cross check all of those records, make sure everything was done correctly. Paper up what wasn’t done and get everything squared away. So typically, you want to make sure that you’re at like your equity is there’s documentation for everything when it comes to equity. That’s that’s one of the biggest things.

Thomas Helfrich
Yeah, and that’s an interesting part you bring up is, how do you manage all this? These documentations? I mean, is, do you mean, should you technology, and if so, what? Well, so you and I work together on a platform called shoe box. And I use that with my Delaware clients, my Delaware Corporation clients, because that houses all your documents for you. And it makes it really easy for due diligence for someone to come in and do due diligence and be able to have access to all your documents. And then also, when you are doing when you are opening workflows on shoe box to issue equity, it makes, it’s going to make sure that you’re doing all the proper formalities, it’s going to make sure there’s a board consent, it’s going to make sure you have the right documents signed, it’s going to not let you actually issue more shares than you have to give, which is helpful. So if you’re using a platform like that, I always remind clients like use that platform, it’s there for your protection, don’t try to do things offline, or you know, if you here’s the other thing, too, why it’s why it’s usually important to have someone do this for you. If it’s not your expertise, you should be focusing on growing your business. And you don’t want to have to spend time and waste time on some of these legal things, that you don’t have an expertise and it’s going to take you longer to figure out how to do and you might not get it right. So it’s easier to have advisors in whatever area accounting lawyers, yeah, if marketing is not your expertise, hiring someone to help you with marketing. So kind of work in your gift zone and know where you’re going to need to outsource for some help. Great point.

I always say you can cut your own your own hair, but I don’t recommend it.

Mary Hodges
Yeah.

Thomas Helfrich
The you know, so this all sounds like an you know, all the things you need to do. But I gotta tell you, it sounds expensive. Tell me about costs. Because I know I’ve looked at this in the past. And, you know, I did a lot of due diligence and looking at attorneys and, and the costs and how the attorneys approach even discussing some of their engagement letters really varied. I mean, it was from several, almost 10s of thousands. And you must sign engagement letter before I even discussed engagement letter, which made no sense to, hey, this is how we do it. Here’s the checklist of things. And here’s the reasonable cost. And here’s why it takes this long. And and this is this is what you get as a flat fee. Could you talk aboutell me about what would it be maybe fair? And is it based on market as well as where you live?

Mary Hodges
Yeah, I think definitely. There’s some based on market for sure. And I’m in I’m in the Midwest, so I think people from the Midwest aren’t expecting New York and California prices for their lawyers, which I think that’s why California, California companies like finding lawyers from the Midwest because they they know that there’s probably a price advantage there. So for me personally, I you know, in the beginning of a startup company, if it’s something where there’s not a third party involved, so like contract negotiation is one area that you just can’t set a flat, it’s hard to set a flat fee for before an incorporation. We’re really just filing documents were getting paperwork together, that’s somewhat industry standard. That’s not going to have a lot of changes to them. So so for me can set a flat fee and feel very comfortable with how much time it takes because I’ve done it so many times, and be able to just say, this is exactly what you’re getting as part of this flat fee. This is how long it takes. I know that type of thing is important for a startup company, because they want to be able to budget, they want to know how much it’s going to cost. It’s not going to be I mean, it’s not going to be cheap. I’ve seen people want to say, Yeah, I want to start my company, but my budgets $300 like, well, no one’s gonna do that for you for $300. You’re if you’re starting a company, and you’re not willing to make somewhat of an investment into it, then you need to go back to the drawing board on whether or not like how serious you are about setting your company up, right, and preparing it to get to preparing it to get capital down the road. I do know that some lawyers, you know, they’re not super clear on what they’re on what their pricing includes, or they’ll give an estimate. And but that’s just an estimate, right? If they say, oh, it might take this much time. And then you don’t know going back, when you get a bill. And you’re surprised by it because it took longer, or there was something that came up that was unexpected. And that person wasn’t transparent with you in the beginning about what prices was so so when I said a flat fee, I try to make sure that the clients aware that this is what it includes. Anything above and beyond that is going to be you know, it’s going to cost more. So yeah, managing expectations around pricing, and just being really transparent in those conversations, I think is really important. So if you are talking to lawyers, and someone does not want to be transparent with you, then I would say that’s kind of a that’s a red flag, because you can’t afford to, you can’t afford for it to be thousands of dollars more than you were planning.

Thomas Helfrich
I would agree. And that that was my take on it too. I would say you brought up an interesting point you in the Midwest, I live in Atlanta, Georgia, you know, you do you have to live in Delaware to file in Delaware, you know, that’s an important place to be a tech company for the purposes of investment. And, and maybe in a another video, we could talk about why Delaware? Or why not reduce at the end here. But does it matter that you’re in St. Louis, and I’m in Atlanta, and I want to file as a C Corp there?

Mary Hodges
No, so most of my clients are Delaware c corpse and as a lawyer, you have the obligation to be absolutely familiar with the state laws that you’re working with. Now, like if I were to try and go into court in Georgia, that would not work out because I don’t have I mean, I’d have to do a lot to kind of wave into Georgia. But when you’re doing general corporate work and like working as like a corporate counsel for clients, there’s a little bit more flexibility on where your clients can be, where your clients can be located and where you can be located. I just have an obligation that if I’m working with clients, and I have clients that are, you know, formed in Delaware, I need to know Delaware law. And if you’re a corporate attorney, you learn Delaware laws before default and law school because that’s where most corporations for. So it’s something that you need to just make sure that you are up to par on if you’re going to be doing business and you’re going to be forming company companies in that state.

Thomas Helfrich
That’s a great point. So that makes an interesting question then. So you know, you leverage you for setting up a corporation. And then if you’ve grown to some size, you’re not in the same state as then where you are personally licensed, would your recommendation be, you may want to seek a different type of firm now, because you may have litigation, you may have a different footprint, let’s say, as a company, because you’re down the road for the past year post Incorporated, you’re making money now. At what point? Do you look at that? Switching from your incorporation attorney versus your corporate counsel?

Mary Hodges
I think it just depends on what the needs of the company are. So some companies, I might be able to help them with the incorporation but the type of company they are like the industry that they’re in, you know, I can, like if they’re going to be a startup company looking for investment, I can obviously do a setup for them, that’s going to be industry standard. But if they’re going to need very particular advice based on an industry, let’s say they’re doing some type ofsome something agriculture, right, I don’t do anything in agriculture, then you might want to make sure your corporate counsel is very familiar with the type of industry that you’re in. So it just could really be you know, it could just depend I know, I have clients that I’m their attorney that manages, you know, acts for them. And then they have attorneys that do other things for them. So it really just depends, because depending on the type of business, one attorney might not be able to cover everything like, you know, I don’t do patents. So if you are somebody that’s going to need a patent on what you’re building, you’re going to have to bring in another attorney for that type of work. So it really just depends.

Thomas Helfrich
Yeah, and that’s actually brings up another thing is when you go once you begin the copyright trademark patent route in a startup.

Mary Hodges
Well, patents are much more technical area. I think that’s you with a patent you want to obviously you have to keep everything about the patent confidential. So you want to talk to a patent attorney pretty soon, if you think there’s something about your product or your software that can be patentable, you’ll want to have those conversations pretty soon. Because not to mention a patent is extremely expensive. So you, you also want to know whether or not some, some people will forego the cost of the patent. Because, you know, they don’t see that there’s not a value and getting a patent for that specific thing that they see is more valuable than actually the cost of it. So it’s good to have those conversations. In the beginning. Copyright is one of those things, that’s kind of automatic, once you create it, you have a copyright on it. But in order to be able to bring a lawsuit against somebody for violating that copyright, there is a registration process for that. And then trademarking you’re going to want to look into that early on, too, you do have to use the mark in commerce for some period of time. But you do want to have those conversations early. Because like I said, it’s your it’s your intellectual property, you want to have the right protections around those things,as best as you can, because those things create value for your business.

Thomas Helfrich
Yeah, absolutely. And then the other pieces, you know, you get users. And so you’re a software as a service, and specifically, or any any kind of service or software. But you know, those use user agreements as well, those, you know, those terms of use and website.

Mary Hodges
Yeah, I do those all the time. And I get those all the time, those need to be basically up and ready to go when this before the software launches, and before you get users. So that’s typically something depends on where the client how far along in the development, they are of their, you know, of their product. But that’s usually something that they can budget for. But that won’t be necessary right up front, unless they are incorporating right before they’re getting ready to launch. And they’re doing that all at once. But yeah, before you launch, it’s good to have, you’ll need to have those agreements. I mean, if you’re especially if you’re doing an app, you can’t even upload, you can’t even put your app on the app store without having those agreements. So it’s just a matter of time, depending on when depending on where you are in the cycle, that that could be something down the road.

Thomas Helfrich
Mary, I find this time, incredibly helpful and knowledgeable. And I think if I’d watched this video, prior to start up any company I’ve ever tried to in my in my history, I would have done a lot more efficiently and with way less risk. You know, this is what I would call the shameless plug time, where you get to tell everybody how to get a hold of you. So they can leverage your services to do a launch a startup?

Sure. So I my website is www.STLstartuplawyer.com. And you can directly email me, Mary@STLstartuplawyer.com. If you’re considering starting a business, and you just want some advice and help or you want someone to kind of help you through and be there as kind of counsel for you, as you’re growing your business, then I’d be happy to talk to you and be happy to talk to you and see if we’re a good fit together.

That’s fantastic. Thank you so much for your time today and is anything else you’d like to add or have before we we sign off?

Mary Hodges
I would say that focus on you know, you want a peace of mind with your legal work, you absolutely want to make sure it’s right. Because if you’re having goals to get an investment, what you don’t want to happen is having an investor or investment group that’s interested. And then they have to walk away because a lot of things weren’t done right, or it’s too expensive for you to get it fixed. It’s good to get that stuff done right from the beginning. If you don’t do it right there, you know, you can get it cleaned up with you know, it will cost some money, but you really need to be thinking about growing your business, creating your idea, making it work well. And that’s why it’s great to have somebody on your team and that you can trust that can help you with the other stuff so you can do what you’re good at doing.

Thomas Helfrich
That makes sense, you know, seems like a small investment upfront will save you a ton of time and hassle, potentially money later.

Mary Hodges
So yeah, absolutely.

Thomas Helfrich
Thank you, Mary, so much. I appreciate you joining. And I think I’ll try to find some more time for us to talk. You can go through all these different forms what they mean. And it’d be it’d be great to hear, you know, maybe another layer down of all these things you actually file during the process and share what they actually mean to a business and the importance of them. So thank you so much for the time today.

Mary Hodges
Thanks for having me.

Transcribed by https://otter.ai

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