Austin Venture Capital & Start-up Counsel
We advise startups, founders, and investors on venture and growth financings, and serve as company counsel from formation through exit, from our office in downtown Austin.
Venture Counsel Built in Austin.
Ebadat is a boutique corporate law firm with a venture and growth financing practice serving the Austin startup and investor community. From our office on West 6th Street, we represent companies raising seed through growth-stage rounds, founders negotiating term sheets, and venture capital funds and family offices making investments. Our attorneys have practiced at Cooley, Wilson Sonsini, Kirkland & Ellis, and Latham & Watkins, the firms that wrote the standards for venture practice, and we run financings to those standards at boutique economics. We also serve as ongoing company counsel, and when clients reach an exit, our M&A practice, ranked by Chambers USA, runs the sale.
A venture capital lawyer represents either a company raising capital or an investor deploying it. On the company side, the work includes entity formation and cleanup, SAFE and convertible note financings, priced equity rounds on NVCA model documents, term sheet negotiation, cap table management, option plans and 83(b) elections, and the diligence preparation that keeps a round moving. On the investor side, the work includes term sheet drafting, investment documentation, secondaries, and portfolio support. Because we represent both companies and investors, as well as the funds themselves through our fund formation practice, we negotiate every provision knowing how the other side of the table prices it.
Austin is one of the fastest-growing venture markets in the country, and most local startups choose between three options: the Austin offices of national venture firms, where the work is delegated to junior associates at rates set on Sand Hill Road; solo practitioners without institutional venture training; or out-of-market counsel who never meet the founders. A boutique with BigLaw venture pedigree and Texas economics is built for exactly this gap.
What is a venture lawyer?
Our Austin Venture & Start-up Practice
Seed & Early Stage Financing
Seed financing is the first institutional capital a startup raises, typically documented on SAFEs, convertible notes, or a seed equity round. We advise Austin companies and founders on instrument selection, valuation cap and discount mechanics, MFN provisions, side letters, and the conversion math that determines dilution when the priced round arrives.
Series A Financing & Beyond
Equity financing on negotiated terms, stock purchase agreement, certificate of incorporation, investors’ rights agreement, voting agreement, and right of first refusal and co-sale agreement. We represent companies and investors in Series A through growth-stage rounds and exits. Learn more about our nationally recognized Financing practice.
Founder Advisory & Equity
Founder counsel representing on founder stock, 83(b) elections, option grants and repricings, secondary sales of founder shares, employment terms, and the governance that determine founder control. We advise founders both as company counsel and, where appropriate, as separate individual counsel in financings and exits.
Company General Counsel
Our lawyers have been general counsel of the leading funds and growth companies. We serve as day-to-day company counsel managing corporate governance, board and stockholder matters, commercial contracts, employment and equity matters, and the corporate housekeeping that keeps a company diligence-ready. Companies that stay clean between rounds raise faster and exit cleaner.
Investor Side Representation
We represent venture capital funds, family offices, and strategic investors in direct investments, secondaries, and follow-ons, including term sheet drafting, diligence, and closing documentation. Through our fund formation practice we also form the funds themselves, which means we see the GP, LP, and portfolio company perspective on every term.
Exits, Acquihires, & Bridge to M&A
Venture-backed exits include company sales, acquihires, and secondary transactions. We advise companies, founders, and investors on exit structuring, including the waterfall mechanics that determine who receives what, and our Chambers-ranked M&A team runs the transaction from LOI through closing.
Ebadat vs. BigLaw
Founders choosing counsel in Austin are choosing between the local offices of national venture firms and boutique counsel with the same training. The differences are operational, not aspirational.
| Dimension | Ebadat (boutique venture counsel) | National venture firm, Austin office |
|---|---|---|
| Who does the work | Senior attorneys with Cooley and Wilson Sonsini training, on every term sheet and every closing | The partner who pitched you is not the associate who papers your round |
| Fee structure | Scoped or capped fees for financings, at startup-calibrated rates | Hourly rates set on national fee scales |
| Deferred fee traps | None; fees reflect the actual engagement | Deferred fees that convert into pressure when the round closes |
| Response time | Hours to same-day | One to three business days |
| Both sides of the table | We represent companies, investors, and the funds themselves, so we know how every term is priced | Primarily company-side volume, with terms run to firm playbook |
| Full lifecycle | Formation, financings, fund formation, and a Chambers-ranked M&A exit, all in-house | Financings, with the exit handed to a separate deal team |
| Built for | Seed through Series B companies, founders, funds, and family offices | Late-stage and pre-IPO companies |
Our lawyers have practiced at leading law firms including
KIRKLAND & ELLIS | LATHAM & WATKINS | COOLEY LLP | WILSON SONSINI
Reflect the prior employment history of our attorneys. For illustration only.
From formation through exit, we are the venture counsel that Austin founders, companies, and investors trust at every step
INSIGHTS & STRATEGIES
Frequently Asked Questions About Austin Venture and Start-up Counsel
What does a startup lawyer in Austin cost?
Startup legal fees depend on the stage and the work. Formation and founder documentation is typically a fixed fee. SAFE rounds are usually a modest scoped fee. Priced rounds on NVCA documents are commonly scoped or capped based on round size and negotiation complexity. Boutique venture counsel generally delivers the same work product as the Austin offices of national firms at materially lower all-in cost, with senior attorneys doing the work.
Should my startup use a SAFE or a convertible note?
A SAFE is a simple agreement for future equity with no interest rate or maturity date; a convertible note is debt that converts to equity and carries both. SAFEs are the default for most seed rounds because of their simplicity, while notes appear where investors want maturity leverage or where bridge dynamics apply. The right choice depends on investor expectations, timeline to a priced round, and the conversion economics.
When should a founder hire a startup lawyer?
At formation, before the first dollar of outside capital, and before signing any term sheet. Formation mistakes, including missed 83(b) elections, unpapered equity grants, and IP that was never assigned to the company, are the most common diligence issues in venture financings, and each is far cheaper to prevent than to fix.
Do you represent companies or investors?
Both, though never on the same deal. We represent companies and founders in financings, and we represent venture funds, family offices, and strategic investors in their investments. We also form venture funds through our fund formation practice, which gives us the full view of how every term is priced on each side of the table.
What are NVCA model documents?
The National Venture Capital Association model documents are the standard forms for priced venture rounds in the United States: the stock purchase agreement, amended and restated certificate of incorporation, investors’ rights agreement, voting agreement, and right of first refusal and co-sale agreement. Running a round on the NVCA suite keeps negotiation focused on the terms that actually vary from deal to deal.
What is an 83(b) election and why does it matter?
An 83(b) election is a filing with the IRS, due within 30 days of a restricted stock grant, that elects to be taxed on the value of the stock at grant rather than as it vests. For founders receiving low-value stock at formation, a timely 83(b) election typically converts what would be ordinary income at each vesting date into capital gains at exit. The 30-day deadline is jurisdictional and cannot be extended.
Can you act as our outside general counsel?
Yes. We serve as ongoing company counsel for startups and growth companies, handling governance, contracts, employment and equity matters, and financing readiness on a predictable monthly or scoped basis, and scaling into deal mode when a round or an exit arrives.
What happens when we sell the company?
Your venture counsel should be your M&A counsel. Our Chambers USA ranked M&A practice runs venture-backed exits from LOI through closing, including waterfall mechanics, founder and management equity treatment, escrows, earnouts, and investor approvals. Learn more about our Mergers & Acquisitions practice.