Startup Legal Counsel

## Role Classification Founding Team Member — “Someone joining extremely early and owning a critical function, but not necessarily receiving co-founder-level ownership.” ## Reporting Relationship Reports to the Founder & CEO (Allan Meade), with coordination with outside legal counsel on specialized matters. ## Start Date To be confirmed in writing between the parties via Offer Letter. ## Responsibilities The Startup Legal Counsel (SLC) leads Timber's internal legal strategy and compliance framework: overseeing contracts, intellectual property, corporate governance, marketplace agreements, regulatory considerations, risk management, and coordination with outside legal counsel when specialized expertise is required. Specific responsibilities include: - Owning Timber's internal legal strategy and compliance framework - Drafting, reviewing, and maintaining Company contracts, including marketplace agreements, NDAs, option agreements, and vendor contracts - Overseeing intellectual property matters, including protection of Timber's brand, platform terminology, and proprietary processes - Managing corporate governance matters, including cap table documentation, board resolutions, and equity agreements - Identifying and managing regulatory and compliance considerations relevant to a business-marketplace platform - Coordinating with outside counsel on specialized legal matters (e.g., securities and transactional work) - Supporting the Finance & Accounting Lead on fundraising documentation and diligence - Reviewing platform terms of service, privacy policy, and marketplace rules for legal soundness - Advising the founding team on legal risk before major decisions or launches - Maintaining an organized record of all executed agreements and corporate documents ## Qualifications These are meant to be realistic for an early-stage startup — strong relevant experience matters more than a specific pedigree. - Familiarity with basic contract review, corporate formalities, and IP concepts (a law degree/JD is helpful but not strictly required if paired with relevant operating experience) - Comfortable coordinating with outside counsel on specialized matters rather than handling everything solo - Detail-oriented, organized, and comfortable operating with some ambiguity - Prior experience supporting a startup, marketplace, or small business is a plus, but not required - Sound judgment about what needs a lawyer's eyes and what doesn't ## What “Wins” Look Like for this role Concrete markers that this role is succeeding at Timber's current stage: - Standard, reusable templates in place for NDAs, option agreements, and marketplace terms - Clean corporate governance and cap table documentation ready for due diligence - IP protections in place for Timber's brand, platform terminology, and proprietary processes - A clear, documented process for when to loop in outside counsel - No unresolved legal or compliance issues blocking fundraising or platform growth ## Startup Compensation Structure - Equity-only compensation during this fundraising round, with detailed equity terms to be set in the Offer Letter (including type of equity, vesting schedule, cliff, and any refresh considerations) - No cash salary as part of this round; compensation is aligned with equity ownership and future liquidity milestones - Any future compensation adjustments (e.g., salary, benefits) will be determined in subsequent fundraising rounds or upon milestone-based triggers, and will be documented in an updated Offer Letter or employment agreement ## Expected Time Commitment Hours as needed, reflecting Timber's current early development stage. There is no fixed weekly hour requirement; the SLC is expected to commit whatever time is reasonably needed to meet the responsibilities above. This commitment is expected to increase — potentially to full-time — as Timber reaches key funding or traction milestones. ## Remote / Work Arrangement Remote, with core collaboration hours coordinated with the CEO and founding team. ## Communication Expectations Weekly 1:1 with the CEO, participation in the founding-team leadership sync, and prompt (same-business-day) responsiveness on the Company's primary communication channel during agreed working hours. ## Outside Activities Because this is an hours-as-needed engagement, the SLC may hold other employment, consulting engagements, or business activities, provided they do not directly compete with Timber, do not create a conflict of interest, and do not interfere with the availability and responsiveness this role requires. Any potential conflict should be disclosed to, and approved in advance by, the CEO. ## At-Will Relationship This role is engaged on an at-will basis. Either the SLC or the Company may terminate the relationship at any time, with or without cause and with or without notice. Nothing in this document guarantees continued engagement for any specific period, notwithstanding the vesting schedule described above. ## Confidentiality & IP Assignment As a condition of this role, the Head of Legal & Compliance is required to execute Timber's Confidential Information and Invention Assignment Agreement (“CIIAA”) prior to or concurrent with starting work. Under the CIIAA, all inventions, work product, and intellectual property created in connection with Timber are assigned to the Company, and the Company's confidential information (including marketplace, listing, and deal data) is protected during and after the engagement.