Gust

DECEMBER 8, 2011

Form a legal entity to operate the business (we’ll use a Delaware corporation as an example for Newco). Consummate the stock issuances, make any necessary securities filings and issue the corresponding stock certificates. Determine who will serve on the Board of Directors and in executive officer positions (usually founders).

Intellectual Property 139

Intellectual Property Non-disclosure Agreement Delaware Stock 139

Scott Edward Walker

FEBRUARY 1, 2014

Mistake #2 : not buttoning-down IP ownership issues (at 10:20). Mistake #4 : not complying with applicable securities laws (at 29:21). you want to form a Delaware corporation. Mistake #2: Not Buttoning-Down IP Ownership Issues. Mistake #4: Not Complying with Securities Laws. doing this for 18+ years.

Software Review 111

Software Review Delaware Accredited Investor Due Diligence 111

Scott Edward Walker

FEBRUARY 1, 2014

i) Rule 506 preempts State law, which means all you have to do is file a Form D and pay a filing fee; and (ii) no disclosure requirement/PPM Possible to sell to “friends and family” (e.g., issues to address include: How have they treated their other portfolio companies?

Software Review 111

Software Review Delaware Accredited Investor Due Diligence 111