Library audit and review priorities

Free to use, adapt, and share under CC BY 4.0. Attribution: AwakeVC.

The harmonized library retains five previously published agreement families and earlier founder review material, adds a distinct direct-stock founder path, and supplies original review drafts for people, equity, IP, customers, partnerships and contract changes. All new or revised packages require individual completion and independent review; none is represented as reviewed by counsel.

Existing agreement findings

Resource	Finding	Treatment and remaining review
Cofounder holding structure	Specialized two-entity structure, not a generic founder agreement	Preserve minority protections and ownership/tax records; add a separate direct-stock path and companion mapping. Validate actual corporate implementation, tax classification and incoming-holder consents.
Open Collaboration	PDF-authoritative edition; broad introduction and non-circumvention protections	Establish a reconciled Markdown review edition. Preserve prior protections and flag scope, duration, lawful exclusions and project precedence for counsel rather than silently weakening them.
Venture MOU	Mainly intent with specifically binding clauses	Preserve that boundary and short form; link both definitive ownership paths. Review exclusivity, expiry and background-IP intent against actual next-step documents.
Advisor	Fixed common shares and quarterly vesting combined with referral economics	Make cash, equity and referral schedules explicit; retain original economics as an available variant. Reconcile option substitution, vesting, termination tail and actually executed equity instruments.
Territory	Territory operation differs from referrals, resale or franchise documentation	Preserve performance and net-income protections; link distinct commercial models. Review classification, attribution, deductions, cross-territory activity and customer/data continuity.

Historical source requirements

Private historical forms were used to identify categories and issues, not copied or represented as openly licensed third-party text. The public drafts use original Awake wording. Former commercial durations, cliff/vesting schedules and source-code assumptions are not universal defaults. Source-review, self-hosting and escrow rights are separated. Tax instructions link the current official form instead of reproducing obsolete filing directions. Source-specific parties, personal details and law-firm directions are excluded from public packages.

Cross document review

Equity requires actual approvals, consideration, grant or purchase instruments and ledger records. Employment endings, ownership transfers and contractual releases are separate events. Background IP needs an adequate actual license or assignment. AI and dependency rights cannot be assumed from possession or tool use. Commercial referrals do not authorize financing commissions. The data-room checklist remains a place for company evidence, not a claim that downloading templates completes a transaction.

Completion priorities

Area	Required individual completion
Employment and separation	Worker location, classification, final pay, required notices, release exclusions and any statutory waiver package. Group-program age waivers are not supplied by the generic separation form.
Equity plan and options	Plan/shareholder approvals, statutory ISO provisions, valuation, reserve rules, securities requirements and actual exercise/transfer dates.
Privacy and security	Actual data roles, states, international transfers, subprocessors, notification timing and supportable controls. The generic DPA does not supply every cross-border instrument.
Governance and transactions	Charter/bylaws, shareholder instruments and bespoke acquisition representations need actual entity-specific drafting. The governance guide coordinates their implementation rather than pretending to replace them.
Risk allocation	Complete warranty remedies, caps, carve-outs, indemnities, insurance and transition obligations where called for; a blank is not a negotiated allocation.

Sources used for review priorities

Sources were checked or linked for jurisdiction-specific follow-up on October 14, 2026. Linked statutes and forms must be rechecked at actual use. No independent legal review is recorded.