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Free legal form · Founder Stock Purchase Agreement

Founder Stock Purchase Agreement.

Founder Stock Purchase Agreement for C-Corp founders. Vesting, 83(b), IP assignment, repurchase right.

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When to use

Right for these situations.

When to use
You just incorporated a Delaware C-Corp

Founders need to purchase stock.

When to use
Co-founders splitting equity

Want vesting and IP assignment documented.

When to use
Preparing for fundraising

Investors require founder stock subject to vesting.

When to use
Setting up a clean cap table

From day one.

Common mistakes

What to avoid.

Mistake
Missing 83(b) election

30-day window. Major tax cost if missed.

Mistake
No vesting

Investors will require it.

Mistake
No IP assignment

Founder retaining prior IP poisons IP analysis.

Mistake
Vague repurchase price

Use original purchase price.

FAQ

Common questions.

Why par value pricing?
Minimizes founder out-of-pocket. Tax basis equal to purchase price.
What is standard vesting?
4 years with 1-year cliff.
Do founders need vesting?
Investors require it.
What is 83(b) deadline?
30 days from purchase. Strict.

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