Templates/Co-Founder Agreement
Startup

Co-Founder Agreement

Protect your startup partnership with clear equity splits, vesting schedules, roles, IP assignment, and departure terms. Essential for any new venture with multiple founders.

KEY TERMS

VENTURE AND PURPOSE

The Co-Founders agree to collaborate in building and operating the venture as described and agreed upon. The Co-Founders shall work together in good faith toward the venture's success.

EQUITY SPLIT

The equity of the venture shall be divided among the Co-Founders as agreed upon and recorded in the capitalization table. Any changes to equity distribution require unanimous written consent of all Co-Founders.

ROLES AND RESPONSIBILITIES

Each Co-Founder shall hold the title and fulfill the responsibilities as mutually agreed upon. Material changes to roles require written consent of all Co-Founders.

VESTING SCHEDULE

All Co-Founder equity is subject to a 4-year vesting schedule with a 1-year cliff. Upon departure before full vesting, unvested shares shall be subject to repurchase at the original issuance price.

INTELLECTUAL PROPERTY

All intellectual property created by any Co-Founder in connection with the venture shall be assigned to and become the exclusive property of the venture. Co-Founders represent that they have no prior obligations that conflict with this assignment.

Frequently Asked Questions

A co-founder agreement is a contract between startup founders that defines equity splits, roles, vesting schedules, IP ownership, decision-making processes, and what happens if a founder leaves. It prevents disputes before they arise.

Yes. Vesting protects the company and the remaining founders if someone leaves early. A standard schedule is 4 years with a 1-year cliff — meaning no equity is earned until the first anniversary, then it accrues monthly.

The agreement should specify repurchase rights for unvested shares, non-compete obligations, and confidentiality duties that survive departure. Noira's template includes a 12-month non-compete and clear repurchase terms.

There is no universal formula, but equal splits are common for founding teams of two or three. Splits should reflect contribution, risk, and commitment. The key is documenting the split in writing so there is no ambiguity later.

A lawyer is ideal for complex situations, but many early-stage teams use a well-structured template to get started and involve counsel later. Noira's template covers the essential clauses and can be customized before signing.

Use This Template

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