Resources for insight and
inspiration
Guides
Insights
Navigating Business Associate Agreements: A Startup Guide for Handling Health Data
If your startup handles healthcare data in any form - through software, services, or analytics - you’ve probably come across the term Business Associate Agreement (BAA). For health tech, digital wellness, and related industries, BAAs are not optional. They are required under HIPAA and are critical to protecting patient information.
Waiver and Release Agreements: A Founder's Guide to Risk Management
Startups move fast - and sometimes things don’t go as planned. Whether you’re resolving a dispute, parting ways with a contractor, or running a risky beta test, a waiver and release agreement can be a key risk management tool.
Commercial Agreements for Startups: A Quick Legal Guide
When your startup starts selling, partnering, or outsourcing - it’s time to start signing commercial agreements. Whether you’re licensing software, onboarding a reseller, or buying cloud services, these contracts govern how your business operates in the real world.
FAQs
Open allIt depends on the agreement. Without clear terms, disputes often arise over whether the licensee or licensor owns enhancements.
They can be flat fees, per-user charges, or revenue-based percentages. Audit rights are critical to confirm accurate reporting.
Exclusivity can motivate partners but carries risk. If granted, tie exclusivity to performance obligations like sales targets or minimum royalties.
Selling transfers ownership permanently, while licensing allows others to use your IP under defined terms while you retain ownership.
Exclusivity can motivate partners but carries risk. If granted, tie exclusivity to performance obligations like sales targets or minimum royalties.
Selling transfers ownership permanently, while licensing allows others to use your IP under defined terms while you retain ownership.
Yes, but only if termination rights are included. Contracts should cover notice periods, treatment of unsold inventory, and customer transition plans.
They should state that your startup retains ownership of all IP, while the distributor only gets limited rights to sell your product.
Exclusivity can motivate strong performance but is risky if the distributor underdelivers. Consider tying exclusivity to sales targets.
A reseller agreement usually involves buying and reselling at a markup, while a distribution agreement often grants broader rights to market, sell, and support products in a defined territory.
Yes, but only if your agreement allows it. Ensure your contract includes termination rights and addresses ownership of tooling and designs so you can move production.
Include strict IP ownership and confidentiality clauses, use dual-language contracts, and consider arbitration in neutral jurisdictions to enforce rights.
Your agreement should outline inspection rights, rejection procedures, and remedies such as refunds, replacements, or penalties.
They protect your startup by setting clear standards for quality, ownership, liability, and delivery. Without one, you risk disputes, defects, and loss of control over your product.
They protect your startup from disputes over scope, missed deadlines, unexpected costs, confidentiality breaches, and liability for vendor mistakes.
In most cases, your startup should own the IP produced under the contract. Otherwise, you may only receive a license, limiting your rights.
You can, but vendor-provided contracts usually favor their interests. It’s important to review and negotiate terms that protect your business.
They are often used interchangeably. Both define the terms under which a third party provides goods or services to your startup.
Covered Entities can terminate the agreement, and regulators can impose significant fines for HIPAA violations. Startups risk both legal penalties and reputational damage.
Yes. If you use vendors like cloud hosts, analytics firms, or development shops that access PHI, they may need Sub-BAAs to flow down HIPAA obligations.