Co Founder Agreement for Austria

Co Founder Agreement Template for Austria

A comprehensive legal agreement governed by Austrian law that establishes the formal relationship between two or more co-founders of a business venture. This document outlines crucial aspects including ownership distribution, roles and responsibilities, decision-making processes, capital contributions, and intellectual property rights. It incorporates specific provisions required under Austrian commercial and corporate law, particularly the Unternehmensgesetzbuch (UGB) and GmbH-Gesetz if applicable. The agreement serves as a foundational document that helps prevent future disputes and provides clear guidelines for business operations and founder relationships.

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What is a Co Founder Agreement?

The Co-Founder Agreement is a crucial legal document used when two or more individuals decide to establish a business venture together in Austria. It serves as the cornerstone of the founding team's relationship, detailing everything from equity distribution and capital contributions to roles, responsibilities, and exit procedures. This agreement is particularly important in the Austrian legal context, where it must align with specific requirements of the Unternehmensgesetzbuch (UGB) and other relevant corporate laws. It should be implemented at the earliest stages of company formation, ideally before any significant business operations begin. The document helps prevent future misunderstandings and conflicts by clearly defining each founder's rights, obligations, and expectations, while also protecting the company's interests through confidentiality and intellectual property provisions.

What sections should be included in a Co Founder Agreement?

1. Parties: Identification and details of all co-founders entering into the agreement

2. Background: Context of the agreement, including the business concept and purpose of the collaboration

3. Definitions: Definitions of key terms used throughout the agreement

4. Business of the Company: Detailed description of the company's business purpose and scope

5. Roles and Responsibilities: Specific duties and responsibilities of each co-founder

6. Capital Contributions: Details of initial and any future capital contributions by each founder

7. Ownership Structure: Distribution of shares/ownership among co-founders

8. Decision Making: Process for making business decisions and voting rights

9. Vesting Provisions: Terms of share vesting and any cliff periods

10. Transfer Restrictions: Limitations on the transfer of shares and right of first refusal

11. Confidentiality: Protection of company and co-founder confidential information

12. Non-Competition: Restrictions on competing activities during and after involvement

13. Intellectual Property Rights: Assignment and protection of IP created during the business

14. Termination: Circumstances and process for terminating the agreement or a founder's involvement

15. Dispute Resolution: Process for resolving disagreements between co-founders

16. Governing Law: Specification of Austrian law as governing law and jurisdiction

What sections are optional to include in a Co Founder Agreement?

1. Employment Terms: Required if founders will also be employees of the company

2. External Activities: Needed if founders will maintain other business interests or employment

3. Advisory Board: Include if the company will have an advisory board structure

4. Family Members Involvement: Required if family members may be involved in the business

5. Tag-Along Rights: Include for protection of minority shareholders in case of sale

6. Drag-Along Rights: Include to enable majority shareholders to force minority participation in a sale

7. Dead-Lock Resolution: Include specific procedures for resolving decision-making deadlocks

8. Founder Illness/Incapacity: Include provisions for managing long-term illness or incapacity of founders

9. Social Media and Public Communications: Include if specific rules for public communications are needed

What schedules should be included in a Co Founder Agreement?

1. Business Plan: Detailed business plan including market analysis and financial projections

2. Initial Capital Contributions: Detailed breakdown of each founder's initial capital contributions

3. Intellectual Property Register: List of all IP owned by or licensed to the company

4. Vesting Schedule: Detailed schedule of share vesting arrangements

5. Founder Responsibilities Matrix: Detailed breakdown of each founder's roles and responsibilities

6. Company Formation Documents: Copies of official company registration documents

7. Pre-Existing IP: List of any IP that founders are not transferring to the company

8. Approved External Activities: List of permitted external business activities for each founder

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Austria

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology

E-commerce

Financial Services

Healthcare

Manufacturing

Professional Services

Software Development

Biotechnology

Renewable Energy

Consulting

Media and Entertainment

Real Estate

Education Technology

Retail

Artificial Intelligence

Blockchain

Social Enterprise

Relevant Teams

Legal

Executive Leadership

Corporate Governance

Business Development

Finance

Operations

Company Secretariat

Compliance

Strategy

Relevant Roles

CEO

Co-Founder

Managing Director

Chief Technology Officer

Chief Financial Officer

Chief Operating Officer

Startup Founder

Entrepreneur

Business Owner

General Counsel

Legal Director

Company Secretary

Chief Innovation Officer

Head of Business Development

Venture Partner

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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