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Incorporation Term Sheet

Orrick has made this incorporation term sheet public in order to give startups the tools they need to efficiently and effectively record the information needed and decisions to be considered when forming a startup company.

Use this incorporation term sheet creator to quickly and simply document the game plan for incorporating your startup.

Once you hit "Submit Form," a Word version of the Term Sheet will be downloaded to your computer/device.

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By using this tool, you agree to Orrick's Terms of Use Agreement. If you do not agree to these terms, please do not use this tool. 

Our Privacy Notice describes how Orrick collects and uses your information when you contact Orrick or use Orrick's services.  We will handle your information with respect for your privacy.

Company Information

Full desired legal name of Company with specific capitalization and punctuation. The company's name must include at least one of the terms: “association,” “company,” “corporation,” “club,” “foundation,” “fund,” “incorporated,” “institute,” “society,” “union,” “syndicate,” or “limited,” (or abbreviations thereof, with or without punctuation).

You may search here to see whether the corporate name you selected is available for use in Delaware.


Your proposed name should also be available in the states where you intend to do business.  For California, a preliminary search of corporation names already of record with the California Secretary of State can be made online through its  Business Search. Please note: The Business Search is only a preliminary search and not intended to serve as a formal name availability search. 

Will the Company be based in the United States?

Information about Individuals Involved with Incorporation of Company

This tool is limited to a maximum of 6.

Individual 1 Information

What roles will Individual 1 have with the Company?*
Advisors are non-employees
Please select all officer roles for Individual 1*

The Company will need at least one director.  For many newly-formed startup companies, the initial board will just be the founders of the company.

Delaware companies need at least two officers (although one person can fill two officer positions).  Companies doing business in California (even if incorporated elsewhere (like Delaware)) must have a Chief Executive Officer, a Secretary, and a Chief Financial Officer.

Will the shares issued at formation to Individual 1 be subject to vesting over time?*
What be the vesting terms for Individual 1*

Individual 2 Information

What roles will Individual 2 have with the Company?*
Please select all officer roles for Individual 2*
Will the shares issued at formation to Individual 2 be subject to vesting over time?*
What be the vesting terms for Individual 2*

Individual 3 Information

What roles will Individual 3 have with the Company?*
Please select all officer roles for Individual 3*
Will the shares issued at formation to Individual 3 be subject to vesting over time?*
What be the vesting terms for Individual 3

Individual 4 Information

What roles will Individual 4 have with the Company?*
Please select all officer roles for Individual 4*
Will the shares issued at formation to Individual 4 be subject to vesting over time?*
What be the vesting terms for Individual 4

Individual 5 Information

What roles will Individual 5 have with the Company?*
Please select all officer roles for Individual 5*
Will the shares issued at formation to Individual 5 be subject to vesting over time?*
What be the vesting terms for Individual 5*

Individual 6 Information

What roles will Individual 6 have with the Company?*
Please select all officer roles for Individual 6*
Will the shares issued at formation to Individual 6 be subject to vesting over time?*
What be the vesting terms for Individual 6*

Initial Stockholding Information

Do you want to reserve a percentage of the Company's initial stock for an equity plan for employees and advisors?*
This would be for persons OTHER than the founders and other initial participants included in this worksheet.
Enter the percentage as whole numbers followed by any required decimal (for example for 25% input 25, for 33-1/3% put in 33.33, etc.)

Warning -- you have not fully allocated 100% of the Company's initial stock - please correct this before continuing.

Warning -- you have allocated GREATER than 100% of the Company's initial stock - please correct this before continuing.

Once you hit "Submit Form," a Word version of the Term Sheet will be downloaded to your computer/device.

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