WILSON SONSINI FIRST

UCSF Health Hub and UCSF have joined together with Wilson Sonsini to provide complimentary* legal consultations to qualified** early-stage healthcare companies.

Wilson Sonsini provides the Initial Five Building Blocks for your Digital Health Company

FILL OUT AN INTEREST QUESTIONNAIRE

*Value is not transferable between building blocks.
**If already a Wilson Sonsini client, credit for Corporate or Patents and Innovations work/hours only applies to a new category of work performed.

Fundamentals of the 5 Building Blocks

Incorporation and Qualification - click to learn more

• Certificate of incorporation and bylaws
• Action by incorporator
• Action by written consent of the board of directors in lieu of first meeting
• Form SS-4 Application for Employer Identification Number (and state tax application for state where the business is located)
• Qualification to do business as a foreign corporation in the state where the business is located (required since incorporated in Delaware)
• Corporate records and minute book

Initial Capitalization - click to learn more

• Restricted stock purchase agreements for up to four founders
• Stock certificates and receipts for up to four founders
• Action by written consent of the board of directors authorizing initial stock issuances to founders
• State securities filings for stock issuances to founders
• Equity incentive plan
• Form of stock option agreement for issuances under the equity incentive plan (form only)
• Action by written consent of the board of directors to approve the equity incentive plan and the form of stock option agreement
• Action by written consent of the stockholders to approve the equity incentive plan
• Stock option grants to founders (if applicable)
• Action by written consent of the board of directors approving option grants to founders (if applicable)
• State securities filings for stock option grants to founders (if applicable)
• Form U-2 Uniform Consent to Service of Process (in connection with securities filings)

Employee Matters - click to learn more

• Form of offer letter for employees (form only)
• Form of at-will employment, confidential information, invention assignment, and arbitration agreement (form only)
• Form of consulting agreement (form only)

Corporate Governance - click to learn more

• Form of indemnification agreement for directors and officers (form only)
• Action by written consent of the board of directors to approve form of indemnification agreement
• Action by written consent of the stockholders to approve form of indemnification agreement

Includes: Free legal services for corporate incorporation of Delaware C-Corp, and company pays for out of pocket expenses (around $650). This includes corporate formation, issuance of founders stock, bylaws, equity incentive plan, and standard form documents.

James Huie
Partner
San Francisco Office
Corporate
jhuie@wsgr.com

Set up an IP/Patent Strategy - click to learn more

• Identify ideas to patent and/or ideas to keep as a trade secret

For Each Idea to Patent - click to learn more

• Perform a targeted prior art search
• Prepare a patent application (claims, figure(s), and detailed description)

If a Patent Application(s) has Been Filed, Perform a Review of Application(s) and Provide Strategic Guidance - click to learn more


Prepare an Investor IP/Patent Strategy Slide Deck


Perform a Freedom to Operate / IP Landscape Search and Review


Includes: 1 hour free of IP consultation along with a 1 year deferral of IP legal services, ranging between $10K-$25K. This includes structuring an IP/patent strategy and preparing a patent application, as well as helping with a university license, as applicable.

Ali Alemozafar
Partner
SOMA Office
Patents and Innovations
aalemozafar@wsgr.com

Sponsored Research - click to learn more

• Who owns patents that come out of the research?
• Can the company get rights?

TechnologyLicensing - click to learn more

• What are typical terms?
• What is the difference between an Option and a License?

Consulting/Conflicts of Interest - click to learn more

• Can a faculty member be a founder of a company?
• How can the relationship work for both parties?

Includes: Free consultation and introductions to investors.

Katharine Ku
Chief Licensing Advisor
Palo Alto Office
Technology Transactions
kathy.ku@wsgr.com

Initial Privacy Policy and Theory of Constraints (TOC) - click to learn more

Once a start-up or early stage company has a website and begins collecting website visitor information, it’s time to have a privacy policy that reflects the company’s data collection, use and sharing practices. We help clients draft readable privacy policies designed to comply with applicable law. This helps reduce risk of misrepresentation, other consumer protection claims, and regulatory marketing and advertising claims. Website-based services and applications will benefit from terms of use that limit company liability and provide necessary data rights in support of business needs. Similarly, to be able to distribute apps on widely used platforms, a terms of use and privacy policy are typically required. We have deep experience developing low-friction terms that help clients onboard new customers, users, and patients quickly, while managing their legal risks.

As a value-add component, we provide a holistic framework for our digital health clients to help them analyze and prioritize the top issues that we see across our digital health client base. Including for example:
• Data Strategies
• Regulatory Strategies
• Reimbursement Strategies
• IP Strategies
• Expected Customer Contracting
• Employee Agreements
• Fundraising Goals

Includes: Complementary intake meeting, where we can then recommend coordinated next steps.

Kathleen Snyder
Senior Counsel
Technology Transactions
Boston Office
ksnyder@wsgr.com

Allison Bender
Of Counsel
Regulatory and Compliance
Washington DC Office
ajbender@wsgr.com

Health Insurance Portability and Accountability Act (HIPAA) and Regulatory Considerations - click to learn more

Depending on the nature of the product or service, types of customers, and location of business operations, different laws and regulations will apply. We help clients navigate the complex and often overlapping laws and regulations, such as HIPAA, the Common Rule, SAMHSA, ERISA, GLBA, CCPA, GDPR, and other requirements. We help clients establish and implement risk-based regulatory compliance and data governance programs. As needed, we also help clients engage with regulators such as HHS, CMS, FDA, FTC, DEA, and similar state and international regulators.

Common digital health offerings for startup and early-stage companies include:
• Privacy policy for website and app (if any)
• Terms of use for website and app (if any)
• Data security foundation (written information security policy, incident response plan, acceptable use policy)
• Enhanced security documentation (BYOD policy, business continuity and disaster recovery plan)
• Assistance with vendor due diligence and contract negotiations
• Review of master sourcing and supply agreements
• Assessment of the regulatory classification of product (if any)
• Review of advertising and marketing (if any)

Includes: Complementary intake meeting, where we can then recommend coordinated next steps.

Allison Bender
Of Counsel
Regulatory and Compliance
Washington DC Office
ajbender@wsgr.com



When you join UCSF Health Hub Connect, you will receive access to more benefits like the Wilson Sonsini First Program.

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