Fully Vested

Episode 5: Commercial contracts for SaaS and enterprise software businesses

In this episode we are joined by Henrietta Baker, commercial contracts lawyer at Dentons, and Seth Allen, founder of Madio. We look at:

 

• What are the differences between SasS and enterprise software, and how do contracts vary between the two?

 

• What contracts might a SaaS or enterprise software start up look at having in place from "Day 1", and what should founders be thinking about when drafting and negotiating those contracts (hint: "what happens if this goes wrong?!"). What are the key issues and common pitfalls?

 

• How is enterprise actually software sold?

 

• Plus, we answer some questions from listeners – send your questions to us at: https://josephcollingwood.typeform.com/to/KQvGrx 

 

Episode 4: Rights and responsibilities of directors and start-ups

What duties does UK law place on founder-directors? How do these duties differ from founder-employees and what are the day to day implications?

 

We also:   

 

• Look at some of the insurance products available to start-ups, including directors and officers insurance and key-person insurance (also known as, "Just-in-case-Tim-falls-under-a-bus" insurance.

 

• Address what might be the appropriate time in a start-up's growth cycle to put these insurances in place (or when they might be required, for example by investors or non-founder directors).

 

• Answer some listener questions (please do submit any questions through the link in this description!), including:

            • appropriate legal advice startups should consider for critical decisions early in the journey, and what a founder should be considering when taking them; and

            • what are a company's reporting requirements to shareholders, and Tim gives us some insight on his reporting structure to his shareholders.

 

Link here to the Companies Act provisions on General Duties of Directors, and here to the Companies House guidance on these duties.

Got a question? Submit it here!

Episode 3: Introduction to employment law for start-ups

In this episode we welcome guest Michelle Lamb, employment lawyer at Dentons, who joins us to look at some of the key employment law considerations for start-ups and their founders,  including:

• employment agreements between a start-up and its founders - yes, founders are employees too! - and its employees

 

• what should employment contracts look like and what should they cover?

 

• the legal status of directors and the key differences between executive directors, non-executive directors, and "advisory boards", and the arrangements a start-up should have in place with each

 

• what employment-related policies and procedures a start-up is required to have in place, and any other "nice to have" but not essential policies as the company grows

 

• what happens, and what to do, when a start-up wants to end an employment relationship.

 

Browse Dentons' UK Employment Law Hub here.

 

Got a question? Submit it here!

Episode 2: Founder vesting

What does "vesting" mean in the context of shares held by founders? How can founders be better equipped to handle conversations with investors when vesting is a negotiation point?

 

We explore:

 

• provisions relating to the vesting of shares held by founders, de-mystifying these common but often contentious and complex provisions

 

• how vesting provisions are typically structured and the protection they can provide founders as well as investors

 

• jargon busting terms that founders might come across when negotiating these provisions with investors: "good leaver" and "bad leaver", "cliffs", "straight-line vesting", "accelerated vesting", "milestone / KPI vesting"

 

Got a question? Submit it here!

 

 

 

Episode 1: Equity funding for start-ups

How do start-ups get money? We explore the equity fundraising life-cycle and look at: 

 

• the sources of equity capital: "friends and family", angel investors, "institutional" and "corporate" venture capital 

 

• forming a company with investment in mind: key documents at company formation and other documents important as the start-up raises equity capital 

 

• introduction to term sheets and some of the key provisions which investors might require as a condition to their investment 

 

Got a question? Submit it here!