##Description

This form is designed to be used for each of the Company's consultants, including both individuals and entities providing services to the Company as independent contractors instead of employees. The distinction between independent contractors and employees is complex and requires advice of counsel. You should make sure you discuss this form with your counsel before using it. It is generally appropriate for the Company to generate the initial drafts of consulting agreements for review by counsel.

This legal document comes from the Start-Up Forms Library provided by the Emerging Companies Group at Orrick - an international law firm headquartered in San Francisco. The entire Start-Up Forms Library consists of the following:

Corporate Formation Documents (Delaware Corporation)

• Incorporation Questionnaire
• Certificate of Incorporation
• Bylaws
• Action by Written Consent of Incorporator
• Initial Organizational Resolutions of the Board of Directors
• SS-4 and Filing Instructions to Obtain an EIN

Founders' Stock Purchase Documents

• Common Stock Purchase Agreement (with Vesting)
• Common Stock Certificate
• Capitalization Table
• Stock Ledger
• 83(b) Election Form
• 25102(f) Notice

Director- and Officer-Related Documents

• Indemnification Agreement
• Stockholder Approval of Indemnification Agreement

Employment & Consultant Documents

• Employee Offer Letter
• Employment Agreement
• Consulting Agreement

Technology Related Documents

• Confidential Information and Invention Assignment Agreement for Employees
• Confidential Information and Invention Assignment Agreement for Consultants
• Nondisclosure Agreement (Mutual)

Equity Compensation Documents

• Stock Plan
• Stock Plan Summary
• Option Agreement
• Restricted Stock Purchase Agreement
• Board Approval of Stock Plan
• Stockholder Approval of Stock Plan
• Board Approval of Option Grant
• 83(b) Election Form
• 25102(o) Notice

##Legal Liability

This document should not be considered legal advice, and no attorney-client relationship is formed by your use of this document. This information may not be suited for your specific situation. Please consult an attorney to address your particular needs. See the Orrick terms.

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