7 Startup Agreements That Save Companies (and Friendships)

7 Startup Agreements That Save Companies (and Friendships)
TL;DR
Founder drama is mostly preventable. A routable agreement set---Founders
Agreement, SAFE (Post-Money), Mutual NDA, Independent Contractor
Agreement, Advisory Agreement, Consulting Agreement, and PIIA---closes
early legal gaps in one motion. You protect your cap table, your IP, and
the relationships you actually care about.
At 2:07 a.m., two founders are still on Slack. They’ve been friends since college, co-founders for six months, and the product finally does something delightful. An angel wants to wire tomorrow. A contractor friend pushed a prototype over the line. An advisor with a big name is texting intros. Somewhere in that swirl, one of them types: “Wait---who actually owns the backend we’re shipping?”
Silence. Then a long typing bubble. Then a calendar invite titled “quick sync?”
If you’ve built anything real, you’ve lived some version of this. Everyone trusts everyone---until conflicting memories meet missing paperwork. No one planned to be sloppy; they just prioritized shipping. The mess doesn’t appear as one big explosion. It leaks in through seams: a vesting conversation deferred “until after launch,” a verbal promise to an advisor, a contractor who never saw a PIIA, a SAFE downloaded from a blog post three years out of date.
The fix isn’t a binder. It’s a Founder Agreement Pack---a tight, routable set of seven documents that move together like a single action. You define key terms once, route to the right people in the right order, collect signatures with field enforcement, and end with a single certificate of completion and a clean audit log. More narrative, less negotiation.
Why an agreement set changes the story
The two founders decide to do this right. They create an agreement set instead of emailing PDFs around. Names, emails, addresses, and dates go in once. Equity splits and vesting start dates populate where they need to. Signature order is enforced so no one signs a document they shouldn’t see yet. Initials land exactly where clarity matters---on the vesting schedule, on IP assignment acknowledgments---not buried on page nine.
What’s inside isn’t exotic, and that’s the point. A Founders Agreement establishes roles, equity, vesting, IP ownership, decision-making, and what happens when someone leaves. A SAFE (Post-Money) standardizes early funding with predictable dilution math. A Mutual NDA lets them share enough with partners and early customers without leaking secrets. The Independent Contractor Agreement and Consulting Agreement set scope, deliverables, and acceptance so “help with backend” becomes “milestone one accepted by Thursday.” An Advisory Agreement formalizes time, conflicts, confidentiality, and vesting for that famous friend. And the PIIA assigns inventions and work product to the company, with prior-invention disclosure handled cleanly.
The magic isn’t any single doc. It’s how they remove the seams between them.
Three moments that break companies (and how to dodge them)
The breakup with half your cap table attached.
Before the pack, the two founders had a “we’ll be fair” deal---50/50
with no vesting because “we’re friends.” If one drifted after two
months, they’d still own half. Resentment would do the rest. In the
pack, they commit to four years with a one-year cliff and a repurchase
right on unvested shares. They don’t hide it in legalese. They place a
small table---vesting start, cliff date, monthly vest percentage---and
initial it. Ten seconds, no illusions. The friendship now has rules that
will outlast a rough quarter.
The SAFE that didn’t match the spreadsheet.
Angels move fast. Templates mutate. Under pressure, founders accept a
mix of pre-money and post-money SAFEs with different caps and discounts.
Six months later, dilution shocks the room. In the pack, the founders
use post-money SAFEs by default, summarized on a one-pager before the
signature page: cap, discount (if any), MFN, pro rata rights, plus a
hypothetical ownership example. Everyone sees the same math. When the
priced round arrives, there’s no archaeological dig through conflicting
PDFs.
The advisor who “owns” your story and the contractor who “owns” your
code.
It feels harmless: “We’ll give you a little equity for advice,” and “Can
you jump in for two weeks?” Without paperwork, those favors turn into
claims. In the pack, the Advisory Agreement ties equity to vesting and
defines scope, conflicts, and termination. The Independent Contractor or
Consulting Agreement translates a vibe into milestones and acceptance
criteria. The PIIA makes IP assignment explicit for everyone touching
product. You can say “yes” to help without a surprise co-founder
emerging later.
Running the pack like operators (not hobbyists)
A lot of founders think legal hygiene means collecting documents. It doesn’t. It means closing loops.
The two founders pick their parties---co-founders, contractor, advisor, future investors---and set the signature order. They add identity checks where it matters (if a witness or stronger verification is needed, it’s part of the workflow, not a last-minute scramble). They place non-skippable fields: initials on vesting tables, checkboxes on IP acknowledgments, signature/date pairs everywhere else. They send once. Everyone gets only what they should see. When the final signature lands, a certificate of completion snaps into place, backed by a full audit trail.
The next time they onboard a contractor or close another SAFE, they don’t reinvent anything. They update shared fields and re-route. The pack scales with the team, and more importantly, it scales predictability.
What first-timers miss and repeat founders enforce
First-timers often confuse trust for structure; repeat founders know structure protects trust. The most seasoned operators aren’t cynical---they’re organized. They write things down before they matter emotionally.
They vest founder equity on a schedule with a cliff. The cliff isn’t punishment; it’s a critical check that everyone’s still in.
They never let anyone touch product without a signed PIIA. Belt and suspenders. Thank us later.
They standardize on post-money SAFEs because clarity is a feature, not a concession.
They put scope and acceptance criteria into contractor/consulting work so “almost done” isn’t a state that lasts for weeks.
They use Mutual NDAs to keep conversations open yet safe with partners and vendors.
They give advisors the respect of a two-page agreement with time bounds and vesting, or they skip the relationship entirely.
None of this requires heroics. It requires a checklist and one workflow.
Two moments that change behavior (for good)
The table that prevents a year of resentment.
The two founders didn’t want to “lawyer up” their friendship. So they
did something simpler: they put a four-row vesting table in the Founders
Agreement and initialed it. It forced one conversation they were
avoiding---what happens if someone leaves. They didn’t fight. They
nodded. A month later, when a family emergency pulled one away for three
weeks, the tension level was zero. The rules were already there, written
by both of them, signed by both of them.
The one-pager that closes SAFEs faster.
Before the signature block, their SAFE now shows a snapshot of the
actual negotiated terms---cap, discount, MFN, pro rata---plus a worked
example under a hypothetical $X million priced round. It’s not required
by law; it is required by human nature. It stops “I thought MFN meant X”
conversations and moves the discussion to the only place it belongs: Do
we agree on these numbers? Deals close faster when everyone is reading
the same sentence at the same time.
Common traps, translated into plain English
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“We’re friends; we don’t need vesting.” You are friends; that’s why you need vesting. It protects both sides from tomorrow’s reality.
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Copy-pasting an old SAFE. The pre-money vs post-money distinction isn’t academic. It changes ownership. Use current post-money templates unless you have a specific reason not to.
-
Deferring the PIIA until “after launch.” That’s procrastination dressed as focus. Make PIIA part of your joiner flow for anyone who ever touches code, design, data, or inventions.
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Advisor equity on a handshake. If they’re too busy for a two-page agreement, they’re too busy to advise reliably. Document or decline.
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Contractor scope written as vibes. “Help with backend” means six different things to six people. Write deliverables and acceptance in three bullets. Approve or don’t. Move on.
The non-negotiables (founder edition)
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Vesting with a cliff for every founder.
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PIIA signed by founders, employees, contractors, interns---anyone generating IP.
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Post-money SAFEs by default, with a one-page summary.
-
Advisory equity vests (or it’s clearly cash-only).
-
Independent-contractor status spelled out; taxes and benefits are not your problem.
-
Scope + milestones + acceptance in contractor/consulting agreements.
-
NDA for sensitive partner/vendor conversations.
FAQ, answered the way you’d ask a friend
Do we really need both a contractor agreement and a PIIA?
Yes. One is the commercial relationship (scope, fees, milestones). The
other is the IP assignment and confidentiality framework. You want both
belts on when you’re sprinting.
We already have two SAFEs with different terms. Are we stuck?
You’re fine---document them accurately, model the priced round with
counsel, and standardize new notes on post-money. Surprises disappear
when math is explicit.
Our advisor is legendary and won’t sign anything until “we get
traction.” Worth it?
No. If the relationship matters, it’s worth two pages and a signature.
If it’s about name-dropping, skip it.
Investors won’t sign NDAs---so why bother at all?
Because partners, vendors, and non-investor conversations still need
them. With investors, keep early chats high-level until you’re both
ready to go deeper.
Put this to work this week
You don’t need to embark on a legal odyssey. You need to finish one clean motion.
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Create your Founder Pack agreement set with the seven documents above.
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Enter shared data once (founders, vesting start, SAFE terms).
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Place non-skippable initials on vesting tables and IP acknowledgments.
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Route in order: founders → advisors/contractors → investors (if applicable).
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Archive the certificate of completion and audit log where you keep your most important artifacts.
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Add “Sign PIIA” to every joiner checklist, forever.
The two founders still argue sometimes---about priorities, about hiring, about the color of a button. But not about ownership. Not about dilution surprises. Not about whether the advisor deserves a board seat because “we said equity on Zoom.” They wrote it down before it mattered, and now their company---and their friendship---can survive the actual hard parts of building.
Generate your first agreement set today. Protect your cap table. Protect your IP. Protect the reason you decided to build together in the first place.
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