Help!! on a core-team member leaving

[truth_sayer]

Eventhough I took as many precautions as possible,
but nevertheless I landed up in a sticky situation.


I formed a core team ('am solo founder of a start-up,
yet to be incorporated, but as sole prop.). I can tell
with all honesty, no intellectual property is generated
by a core team member, but the member has been

a) exposed to our IP
b) did some work on channel/partnership survey which is
well documented.

Suddenly, I cannot reach this member, and probably
stopped taking my calls.

At this point what can I do? I dont want all the work
go into drain, so much has been done.

My Qs:

a) what can I do at this point?

b) It is demoralizing to me, but do not want to infect
other core team members

c) gosh, what a shock, and how can I prevent this in future?

Please help!!!!

[SlvrBulletV6]

So you haven't formed a legal entity for your start-up, meaning you don't have a operating agreement signed between you and your business partners? Did you sign any agreement(s) between you and your business partners like Non-disclosure agreements or confidentiality etc.?

[truth_sayer]

Originally Posted by SlvrBulletV6

So you haven't formed a legal entity for your start-up, meaning you don't have a operating agreement signed between you and your business partners? Did you sign any agreement(s) between you and your business partners like Non-disclosure agreements or confidentiality etc.?

Yes, I have NDA signed by all core team members. Will that protect
us? Is there anything else that can be done? Stakes are a bit high
at this stage...

One of my aquaintances suggested that I come up with a fair value
agreement (putting $ value) for any work done and keep track of
the work done until the legal entity is formed (really soon).

Would appreciate any further advice.

Thanks!

[Cole Taylor]

Originally Posted by truth_sayer

Eventhough I took as many precautions as possible,
but nevertheless I landed up in a sticky situation.


I formed a core team ('am solo founder of a start-up,
yet to be incorporated, but as sole prop.). I can tell
with all honesty, no intellectual property is generated
by a core team member, but the member has been

a) exposed to our IP
b) did some work on channel/partnership survey which is
well documented.

Suddenly, I cannot reach this member, and probably
stopped taking my calls.

At this point what can I do? I dont want all the work
go into drain, so much has been done.

My Qs:

a) what can I do at this point?

b) It is demoralizing to me, but do not want to infect
other core team members

c) gosh, what a shock, and how can I prevent this in future?

Please help!!!!

It's likely there's nothing you can do. Fact of the matter is, if you didnt bother to even form a legal entity for your business, that whatever this "core member" worked on is probably not very important. As such, he's not going to go out and duplicate your idea. If he does, great...hopefully he's a huge success because he's going to be sued.

In the future you should probably get to know your partners better. Also, if you want future members to take you seriouslly then take yourself seriouslly and form an actual business and dont discuss trade secrets with those you dont know or wouldnt trust.

Sometimes, no matter what you do, this type of thing happens; It's business.

[BusinessAdviser]

Originally Posted by Cole Taylor

It's likely there's nothing you can do. Fact of the matter is, if you didnt bother to even form a legal entity for your business, that whatever this "core member" worked on is probably not very important. As such, he's not going to go out and duplicate your idea. If he does, great...hopefully he's a huge success because he's going to be sued.

In the future you should probably get to know your partners better. Also, if you want future members to take you seriouslly then take yourself seriouslly and form an actual business and dont discuss trade secrets with those you dont know or wouldnt trust.

Sometimes, no matter what you do, this type of thing happens; It's business.

Actually, there's quite a lot that you can and should do. To addess the previous post, a sole proprietorship IS an actual business. For the future, I would advise, at the very least, creating an LLC to limit any liability. You did well in having a non-disclosure agreement. Compile a detailed record of every last bit of information that the individual had access to. Additionally, compile a detailed record of the fair value of the individual's contributions. A lot of detailed records will help you 1) provide evidence should a lawsuit need to be filed and 2) allow the individual from coming back and claiming greater contributions if you find great success. Should you find the person has used any of the information for his own gain or the gain of others, consult an attorney. Again, to reiterate the concerns of the previous poster, do some due diligence before disclosing things, even with an agreement.