Your company’s in-house lawyer, on a fraction of the budget.
Most software companies between their first customer and their fiftieth employee can’t justify a full-time lawyer and shouldn’t pay big-firm rates for routine work. We sit in the seat a general counsel would: close to sales, close to the founders, and available the same day.
What we handle
Entity choice, founder agreements, and clean records from day one. Fixing these before a financing costs a multiple of getting them right at the start.
SAFEs, convertible notes, and priced rounds, handled by counsel who has sat on the company side of the table.
Master agreements, subscription terms, order forms, NDAs, and the playbooks that let your sales team handle most of it without a lawyer in the room.
Terms of service, privacy policies, CCPA and GDPR, TCPA and telephony rules. Enough to pass an enterprise security review without hiring a compliance department.
Offer letters, invention assignment, contractor agreements, option plans, handbooks, separations, and trademarks. The paper that follows every hire.
A monthly retainer that covers the whole list above, with a lawyer who already knows your product, your customers, and your paper.
Set the company up correctly the first time.
Entity choice, founder agreements, and clean records from day one. Fixing these before a financing costs a multiple of getting them right at the start.
- Entity formationDelaware C-corp or California LLC, EIN, statement of information, initial consents
- Founder & shareholder agreementsVesting, acceleration, roles, departure terms
- Bylaws & operating agreements
- IP assignmentMaking sure the company owns what the founders built
- 83(b) elections & vesting schedules
- Board consents & minutesClean corporate records for diligence
- Cap table setup & hygieneCarta or a spreadsheet, kept accurate as you grow
- Foreign qualification & annual complianceFranchise tax, registered agent, state filings
Raise the round without creating problems for the next one.
SAFEs, convertible notes, and priced rounds, handled by counsel who has sat on the company side of the table.
- SAFEsPost-money and pre-money, caps, discounts, MFN and pro rata side letters
- Convertible notesInterest, maturity, conversion mechanics, qualified financing triggers
- Priced roundsTerm sheet negotiation, charter, stock purchase, investor rights, voting and ROFR agreements
- Investor side lettersInformation rights, board observer seats, MFN
- Cap table modelingWhat each term does to founder ownership at the next round
- Data rooms & diligence prepOrganized, complete, ready before the first investor asks
- Board & stockholder approvalsConsents, waivers, and notices for the closing
- Secondary sales & tender offers
Contracts that close deals instead of slowing them down.
Master agreements, subscription terms, order forms, NDAs, and the playbooks that let your sales team handle most of it without a lawyer in the room.
- Master Services AgreementsThe core customer agreement, built for your product and your buyers
- SaaS subscription agreements & online termsClick-through and signed versions
- Order forms, SOWs & SLAsCommercial terms that tie cleanly to the master
- NDAsMutual and one-way, plus a short form reps can send themselves
- Data Processing AgreementsGDPR and CCPA-aligned, with standard contractual clauses
- Enterprise redlinesNegotiating against customer paper and procurement forms
- Reseller, referral & channel agreementsPartner programs, margins, territory, branding
- Contract playbooks & fallback positionsWhat to hold, what to give, and why
Privacy and compliance programs sized for a company your size.
Terms of service, privacy policies, CCPA and GDPR, TCPA and telephony rules. Enough to pass an enterprise security review without hiring a compliance department.
- Terms of Service & acceptable use policies
- Privacy policies & cookie noticesWritten to match the product, updated as it changes
- CCPA / CPRA complianceNotices, consumer requests, service-provider contracts
- GDPR & international transfersDPAs, standard contractual clauses, representative requirements
- TCPA & telephony complianceCalling, texting, consent language, recording disclosures
- Data mapping & applicability analysisWhich laws apply and what each one requires
- Vendor & sub-processor agreements
- Incident response planningWho does what in the first 72 hours
Hire, grant equity, and own your IP without creating liabilities.
Offer letters, invention assignment, contractor agreements, option plans, handbooks, separations, and trademarks. The paper that follows every hire.
- Offer letters & employment agreementsAt-will terms, compensation, and California-specific provisions
- Proprietary information & invention assignment (PIIA)The agreement that makes the company own what employees build
- Independent contractor agreementsClassification analysis under California’s ABC test
- Equity incentive plansPlan adoption, 409A coordination, grant mechanics
- Option grants & board approvalsClean grants with the records to prove them
- Employee handbooks & policiesRequired California policies, remote-work terms
- Separation & release agreementsCompliant releases, final pay, WARN considerations
- Advisor agreementsEquity for advisors with vesting and IP terms
Three ways to work with us.
Monthly retainer
A set number of hours each month, a shared channel, and a lawyer who already knows your product, your customers, and your paper. The closest thing to in-house without the salary.
Project pricing
A formation, a financing, a contract playbook, a privacy program. Scoped up front with a flat fee so you know the number before we start.
Deal desk on call
For sales teams that need redlines turned around while the customer is still on the phone. Priced per deal or bundled into a retainer.
Tell us what you’re building.
A free 30-minute call to figure out what you need now, what can wait, and what it would cost.
Santa Monica, California