$4,500 now, or
$40,000 in cleanup later.
Clean Start™ builds the ownership, governance, and IP foundation investors actually check — before anyone starts checking.
THE PROBLEM
MOST STARTUPS DON’T FAIL diligence. They fail fast diligence.
The documents exist somewhere. The contractor signed something. The equity split was agreed on a whiteboard and never papered. None of that is a problem until a term sheet, an acquirer, or an enterprise customer asks you to prove it in ten days.
Clean Start™ is that work done once, correctly, before the clock starts.
WHAT ARRIVES
THIS IS THE EMAIL.
Counsel for your lead investor sends it the week after the term sheet. It is not hostile and it is not unusual. It is simply a list, and every line on it is either a document you have or a document you don't.
- 1.1 Certificate of Incorporation, as amended to date On file
- 1.4 Minutes and written consents of the Board since inception Gap
- 2.1 Executed stock purchase agreements for all founders Gap
- 2.3 Filed copies of all Section 83(b) elections Gap
- 2.6 Capitalization table, fully diluted, certified by an officer On file
- 3.2 Invention assignment agreements — every employee and contractor Gap
- 3.5 Written releases from prior employers or academic institutions Gap
- 3.9 Terms governing commercialization of AI-generated code in the product Gap
Every gap on this list is a week of scrambling, at hourly rates, while a closing date moves.
What Clean Start™ builds
Three things every investor checks.
Fixed scope. One engagement. Delivered as an organized record, not a folder of attachments.
01 — Entity + Governance
The company exists the way you think it does.
Formation in the right jurisdiction, with the internal documents that make decisions binding.
Delaware C-Corp or LLC formation
Bylaws or operating agreement
Initial board and shareholder consents
EIN and post-formation filings
02 — FOUNDER EQUITY
THE OWNERSHIP YOU CAN PROVE.
Equity issued through executed documents, with vesting and elections handled inside their deadlines.
Founder stock purchase agreements
Vesting schedules and repurchase terms
83(b) elections filed and documented
Cap table reconciled to executed docs
03 — IP CHAIN OF TITLE
The company owns what it sells.
The category that stalls the most deals, and the one founders are least likely to have covered.
Founder IP assignment, including pre-formation work
Contractor and agency invention assignments
Prior employer and university exposure reviewed
AI and third-party code terms confirmed
Find your gaps in four minutes.
Twelve questions on entity and governance, founder equity, and IP chain of title. You get a gap count and the categories where you're exposed.
No sales sequence. Answer honestly, including the ones you're unsure about.
pricing
One price. Published.
No hourly meter, no surprise invoices, no partner rate applied to work a paralegal did.
Covers all three components end to end, including the organized document record you hand to counsel when diligence starts.
State filing fees and registered agent costs are passed through at cost.
For companies in an active accelerator or university spinout program.
Program directors: the rate applies to every company in your cohort, and I'll run a Clean Start clinic for your founders at no cost.
Your foundation is either defensible or it isn't.
Twenty minutes. Bring your formation documents, or don't.
Nerd Lawyer Entrepreneur Services is a law firm. This page is attorney advertising and general information, not legal advice. Viewing it does not create an attorney-client relationship. Prior results do not guarantee a similar outcome.