http://shop.a3link.co.cc/2011/02/24/smartworlds-ishop-turns-your-pocketpc-into-the-ultimate-comparison-shopping-tool/

Here's some good advice on dealing with consulting contracts from someone with over 15 years of experience as an individual consultant usually dealing with large, established companies.
A particularly thorny item can be non-compete clauses, as consultants want to be as free as possible to work with other clients and clients are of course concerned that their confidential information is kept confidential and not used to compete with them.

Some of my criteria for making decisions were:

-- How likely is this event ever to happen? (If very unlikely, not worth
arguing over. I'd just sign it and forget about it.)

-- Does the client know that their lawyer is making working for them very
unappealing? (If I'm friendly with someone there, I'll use this to try to
convince them to use my contract instead of their's, or to amend their
contract to be more reasonable. I wrote my contract to be short and fair and
avoid these sorts of quagmires; many companies agreed to use it.)

-- If the way they are presenting the contract and negotiating about it does
not seem reasonable, do I really want to work for these people? (On the
theory that the actual job will not go well if they are not willing to have
some give and take on the contract.)

Many times I would just send back the contract signed with my changes
(initialed) and we'd go from there, rather than verbally discussing
disagreements before signing. I don't know if this puts one in a stronger
position.

I always signed non-disclosures without even thinking about it as long as
they were written with a modicum of reasonableness (confidential until
publicly known or some sort of language like that).
I guess non-compete depends on how important ($ and time) the gig is, how
much other work is likely to possibly conflict, etc. I would definitely try
to safeguard my ability to work for any other company I wanted to on any
kind of project, with the understanding that I would protect this client's
confidential information.

Big companies sometimes don't negotiate at all because the people in charge
of contracts are lawyers who have nothing to do with getting the actual work
done. Then you're faced with either signing it and figuring it will never
come up or walking away (politely, of course). I've done both.

If you have a lawyer, and you really want the job, I would definitely
have the lawyer handle it with their lawyer directly (after you go over
with their lawyer what you really want out of the deal). Lawyers talk the same
language and can strike deals that an individual dealing with a lawyer could
never achieve. Obviously, this can get expensive so it's really only worth
it for a substantial contract or something that has importance for other
reasons like a stepping stone to better jobs or contacts.

If you do a a lot of consulting it can be worthwhile to invest in your own contract.

Of course, everyone knows (or should know) that contracts don't really
control how things ultimately go between the parties. Like insurance policies, if things go well, no
one ever looks at the contract, and if things go poorly, a contract can't
always protect you.

The goal of the first meeting is to get the second meeting.

I  have some experience with independent board members. One point I was taught by Greylock was to keep the Board as small as possible, but no smaller. Keep in mind you can give angels and other investors visitation rights if you need to. Allan Bufferd, treasurer of MIT invested in two of my companies and had visitation rights. Silicon Valley Bank invested in another of my companies and didn't even take a board seat.

At Course Technology we added the former president of Dartmouth who was a Greylock connection as the only outside board member . 

The first rule of independent board members is don't add them until you have raised your Series A at the least. The last thing you want is to have someone on your Board your lead investor doesn't like. Second, you may need a tie breaker vote, say you have two members of the management team and 2 investors on the board, then the independent board member can cast a swing vote. So you need to make sure any independent director will be acceptable to both you and the investors, but should not be biased in either direction.

You want several things from an independent board member:

1. Creditability - Course was in the higher ed market, having the former president of Dartmouth helped in the credibility dept.

2. Connections - their network should match your needs.

3. Strategic and management added value

4. Board experience would be a plus

5. The need to make a contribution. I don't like figurehead board members. CEO's need to put the Board to work for the company - whether it's help recruiting, raising the next round or making a strategic partnership connection.

Keep in mind when things are going well Board meetings are pretty routine. It's when the going gets tough that the Board takes on a really important role. Who do you want in the foxhole with you?

Finally I would not get an independent director from the startup world. What you want is someone from the established market you are going after.

Keep in mind also that even if you hit a grand slam home run, you are unlikely to affect the financial well being of the outside board member. They are probably set for life already. So figure out what's in it for them, that is the key to all relationships in my opinion.  

Keep a file of people who you run into who might make great board members so that when the time comes to add an independent board member, you have a short list to bring to the table.

I tell entrepreneurs, and I've heard this from other advisors and consultants: one of the first milestones in validating your startup concept is attracting a co-founder. While many great companies have been founded by individuals, like Jeff Bezos at Amazon, many more have founding teams, from Hewlett and Packard, to Jobs and Wozniak, to Brin and Page.

If you are a business guy like me you need to find a technical founder and if you are a technical founder, you need a business partner.

As someone else said recently, in a startup there are only two important functions: development and sales. In the latter case you are often selling three very different things: equity to investors and your product or service to customers or an opportunity to a strategic partner.

Finding a co-founder not only helps validate your concept and divides up the work along functional lines, it also helps attract investors, as most investors invest first in the team, then the market opportunity, then the product or service (though the order can vary).

This sounds simplistic and probably is, but whether it's an investment pitch, partner pitch or customer pitch there are usually two big questions that have to be addressed by the prospect:

1. Do I want to do this (invest, partner, buy) this?

2. Are you the party I want to invest in, partner with, or buy from?

So the answer could well be "yes" to the first, but if you don't have a track record, great team, or match up well with whatever decision criteria are used in answering question 2 the prospect will go to a competitor.

Don't just assume that because the prospect says they lover the product, service or investment opportunity being presented to them means they'll do whatever it is with you!

A few simple guidelines I have. Getting harder and harder to find a name that meets them:

1. Must be easy to pronounce and can't be confused with something else. My co-founder and I could not agree on a company name and at the very last minute we chose "Course Technology". Then we spent years explaining no, it's not "Coarse Technology". You will be saying this name thousands of time, many times over poor cellphone connections. So a company called "TerraNet" might be heard as "TerrorNet" and you'll end up arrested by Homeland security!

2. Names should not be too descriptive. Kentucky Friend Chicken had to change their name to KFC when people became more conscious of the dangers of fried food. Software Publishing Company was so generic they became SPC.

3. Avoid initials. It took years to build brand equity into IBM and AT & T. We don't have years or millions to spend on branding.

4. Name should be easy to spell. Despite that Kiijii sold to eBay! Which proves even the worst name can't kill you.

5. Two syllable names seem to have the most punch: Google, Yahoo

6. Names that are evocative like Amazon, are much better than names that are descriptive like AccelGolf. What happens when AccelGolf decides to move into tennis?

7. Don't chose a name that can be confused with another company. I called my second company "Mainspring" which I thought was a great name. Until a tiny local ISP named "Mindspring" became very big nationally and I spent two years explaining to people we were not "Mindspring" but "Mainspring".

8. Don't bother with secondary descriptor words like Avid Technology , Lotus Development, Netscape Communications. According to Zipf's law you'll just be called Avid, Lotus and Netscape. But you'll spend a lot of ink and wasted energy filling out forms etc. with words like "communications". And Apple Computer had to drop the "Computer" in their name recently since they are now a mobile device company.

9. Make sure your name doesn't mean something bad in another language. Chevy Nova was the classic example. "Nova" means "doesn't go" in Spanish.
10. It's a grand slam home run if your name becomes generic - despite what the lawyers say. Google is now a verb!

11. Keep in mind your name has to serve at least two purposes: your Internet domain name and your trademark. Apple had to pay big bucks to McIntosh Labs for the Macintosh trademark, big bucks to the Beatles Apple Corps for Apple and the same to Cisco, I believe for iPhone.

I've written about this before, but here's an analogy that might be helpful:

I don't advise startups to include financial projections in their exec sums. It is sort of like including references in your resume. You want to reserve this information for people who are truly interested whom you are meeting with. You will doubtless be revising these numbers and you don't want old numbers floating around. Also, raw numbers without the assumptions behind them can be misleading and may hurt you more than they help you.

Another Peter Drucker quote: "If you can't measure it, you can't manage it." I often ask entrepreneurs what tool they use to manage their two key paths: development and customer acquisition. The answer is often, "well we have FoobarPro." My next question is, are you using it? And the answer is inevitably "not really."

There used to be a good excuse to not use project management software - it was too hard to use, expensive, clunky etc. No more excuses! Whether its a general purpose tool like Basecamp or a specialized system for software development, there are tons of tools out there. But the best tool is useless if you don't use it.

My guess is that one reason startups avoid tight measurement and management processes is that they want to avoid conflicts. It's a lot easier to let things slip and slide than have to confront someone who isn't delivering on time, budget and/or quality. Most startups start by hiring their friends, which makes it even tougher to confront those who are underperforming.

It doesn't help to use a measurement or management tool if you aren't willing to do what it takes when actuals don't meet projections. So before you even start measuring, figure out how you are going to deal with those multiple situations that will come up when things don't measure up. A subject for another post.