Geoffrey H. Palmer Startup Law Clinic
Accepting New Client Applications for Spring 2023
The Startup Law Clinic is an initiative designed to train law students to serve entrepreneurs of startups with formation, capitalization, corporate governance, user agreements, angel investor financings, and venture capital transactions. Led by experienced startup attorney Sam Wu, the Clinic provides free guidance and expertise to entrepreneurs preparing for a startup's formation and initial capital investment as well as in negotiating the legal and business terms of the investment. Clients will only be responsible for government filing fees.
Now in its 6th year of representing startups primarily in the technology space, we have already helped launch and incorporate almost 50 startups. Many of these startups have closed multiple rounds of early stage and venture capital financing, and a few have had exits via acquisition. Some of our clients have received funding from some of the top venture capital firms in the country and have been accepted into Silicon Valley accelerators to continue to grow their startup. The clients coming through our doors have spanned the technology sector including edtech, health technology, social community platforms, augmented reality, drone technology and countless other exciting areas.
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About the Clinic
The Startup Law Clinic fills a need in the startup ecosystem for companies navigating the space between formation, user acquisition, seed and angel investor financing, and the first round of venture capital financing. In such cases, cash for legal services is scarce, yet some of the most important decisions and biggest mistakes are made in these early stages. The clinic focuses on helping founders avoid common mistakes in formation and early stage financings. Many of these mistakes become extremely costly as the startup grows, making subsequent financings more difficult and expensive. In the early stages of a startup, the Clinic specializes in representing the startups with:
- user agreements
- corporate governance
- angel investor financings
Clinic clients have access to the clinic's referral network of experienced local practitioners of specialized matters such as patent prosecution, tax and regulatory practice. Once the legal needs of the client expand beyond the clinic's capacity, the Clinic can introduce the client to law firms that have established a trusted relationship with the Clinic. The vision for the Clinic is to become a community of emerging growth startups, law students, sources of capital and legal and business advisors.
Prospective clients will be vetted by Clinic staff and advisors to ensure that the startup will be a good fit for the Clinic. Once in the Clinic, a startup will be advised by trained and qualified law students, under the supervision of Professor Sam Wu, to structure the company in preparation for growth and capital infusion.
Professor Wu has been advising startups for over 20 years and started his practice with Wilson Sonsini Goodrich and Rosati in Palo Alto. In 2010, Professor Wu co-founded Innovation Capital Law Group as the lead partner of the Corporate and Securities Practice Group with offices in Irvine and Palo Alto. Professor Wu is also the author of techstartuplawyer.com.
By coming through the clinic, our startups will have the foundation and structure to be venture capital funding-ready. Our startup clients will be incorporated as Delaware corporations including Certificate of Incorporation, bylaws, forming the board of directors, appointing officers, issuance of founders’ stock with vesting, securities filings and other relevant documents.
Startup or early-stage businesses that have not yet reached a significant financing round may be eligible for free legal assistance through the Clinic. The Clinic primarily services startups in the technology sector, but is open to companies across varying sectors if determined to be a good fit for the Clinic's services.
The Startup Law Clinic provides Pepperdine Law students with valuable and practical experience in the entrepreneurial and startup sector. The Clinic provides early-stage transactional legal advice to entrepreneurs and startups, primarily in the technology sector. Students are expected to conduct themselves as attorneys, with the primary responsibility to handle all assigned client matters.
The Startup Law Clinic is offered as a semester-long course during the fall and spring semesters. Students receive 3 credits for the semester. Students are strongly encouraged to take Corporations prior to or contemporaneously with the Clinic. The Clinic is open to 2Ls and 3Ls, however, acceptance is competitive and priority is given to 3Ls.
Students interested in joining the clinic should submit an application (link provided on the course schedule when registration opens). We will select students to interview from the submitted applications and then form the team for that semester. Each semester, we can accept 8 to 9 students. If you have any questions, please feel free and reach out to Professor Wu at email@example.com.