Entity.ID Template Library

The published library of Entity.ID constitution and formation templates. Each template is a computable legal document: TemplateMark text bound to a typed render model, rendered from data. Templates are captured in the Accord Project Cicero format, so any Cicero-compatible tool can consume them. Source: GitHub.

Templates

30 templates shown

Categories: clause constitution formation fundraising

clause

Name Description Cicero Version Type Tags
Arbitration Submits disputes to a named arbitral forum before any court is approached, with the provider, the venue and the binding effect all stated as terms rather than assumed. ^2.0.0 Clause clause
Board of Directors The business and affairs of the Entity are managed by or under the direction of a board, whose size is fixed as the bylaws provide; how directors are elected, how long they hold office, and on what vote a director or the whole board may be removed. Consolidates the board, election and removal terms that 1.0.0 carried as three clauses: directors, election and removal are one term, stated once. ^2.0.0 Clause clause
Amendment of the Bylaws Who may adopt, amend or repeal the bylaws, and on what vote - the second-tier document, distinct from amending this Constitution. ^2.0.0 Clause clause
Cumulative Voting Whether a holder may concentrate votes on one candidate in a director election, and the notice required to do so. ^2.0.0 Clause clause
Duration and Dissolution How long the Entity exists, when it is dissolved, and what it may do afterwards. ^2.0.0 Clause clause
Director and Officer Liability Eliminates the personal liability of directors and officers for monetary damages for breach of fiduciary duty, to the fullest extent the governing law allows. ^2.0.0 Clause clause
Entity Type Declares what the Entity is - a corporation, a limited liability company, a partnership, a marriage, a network - so every later clause reads against a stated form. The running text keeps saying Entity; this clause is where the form is pinned. ^2.0.0 Clause clause
Governing Law Names the law under which this Constitution is read and the Entity's internal affairs are decided. The base constitution carries only the slot; adopting this clause is the act that attaches the Entity to a legal system. ^2.0.0 Clause clause
Incorporator Names the incorporator and the mailing address recorded for them. A charter is subscribed by a person or entity in this capacity, and the statutes require the name and address to be stated; in Delaware that person need not be a constituent, and need not be a natural person. ^2.0.0 Clause clause
Indemnification Authorizes the Entity to indemnify its directors, officers and agents, and to advance their expenses, to the fullest extent the governing law allows. ^2.0.0 Clause clause
Management Who manages the entity - a manager, the constituents acting together, or a body named in the record - and the managers of record at adoption. Added when an entity adopts the management module; this is the clause that moves an entity toward a managed LLC. ^2.0.0 Clause clause
Name The Entity's name and the identifier it is known by on the register. Carried as a standalone clause so a document that is not the constitution itself can still state the name the same way. ^2.0.0 Clause clause
Officers The officer roles the Entity has, who appoints them, and the seats held at adoption. Presupposes a Board of Directors, which appoints and removes them. ^2.0.0 Clause clause
Open Registry Records that the Entity is constituted on the Open Registry and accepts the Open Registry Rules in force at adoption, naming the version. Adopted when the Entity registers; a charter drafted before registration carries no such article, because it would claim a fact that is not yet true. ^2.0.0 Clause clause
Purpose States the purpose for which the Entity is organized, in the broad form a corporate charter uses. Required of a corporation; a Delaware limited liability company never states one. ^2.0.0 Clause clause
Registered Agent The entity designates a registered agent to receive service of process, and states the registered office as distinct from the principal office. Added when an entity adopts the registered-agent module; required before a jurisdictional deployment that demands an agent of record. ^2.0.0 Clause clause
Right to Amend Reserves to the Entity the right to amend, alter, change or repeal any provision of this Constitution, with every right conferred granted subject to that reservation. ^2.0.0 Clause clause
Share Structure Authorized shares, their class and par value, in the wording a Delaware corporate charter uses. Supersedes the Entity.ID drafting shipped at 1.0.0. ^2.0.0 Clause clause

constitution

Name Description Cicero Version Type Tags
The Irreducible Constitution (Core v2.2) The generic entity constitution - Core v2.2's 6 articles and 19 clauses as one TemplateMark document driven by the typed id.entity.core model, with the E1 Economic Interest clauses rendered inline when an instance adopts E1 (the company variant). ^2.0.0 Contract constitution
Open Registry Rules The terms on which the Open Registry records an entity: eight rules, written once by the Registry, reproduced in no constitution and amendable by no entity. ^2.0.0 Contract constitution
The Super Entity Constitution The minimal, jurisdiction-free constitution. ^2.0.0 Contract constitution

formation

Name Description Cicero Version Type Tags
Delaware C-Corp (constitutional documents) - Bylaws Bylaws. The two constitutional documents of a market-standard Delaware C-Corp startup formation set - the Certificate of Incorporation as filed and the Bylaws as adopted. ^2.0.0 Contract formation
Delaware C-Corp (constitutional documents) - Certificate of Incorporation Certificate of Incorporation. The two constitutional documents of a market-standard Delaware C-Corp startup formation set - the Certificate of Incorporation as filed and the Bylaws as adopted. ^2.0.0 Contract formation
Minimal Charter 01 Edition 01 of the minimal charter: a recital, an adoption block, and nothing else. ^2.0.0 Contract formation
Minimal Charter 02 Edition 02 of the minimal charter: the recital, identity, purpose, and the adoption block. ^2.0.0 Contract formation
Minimal Charter 03 Edition 03: the recital, identity, purpose and adoption, with no registry named anywhere. ^2.0.0 Contract formation
Startup Corp (Delaware C-Corp) - Bylaws Bylaws. The Atlas-equivalent formation pair: a filing-safe Certificate of Incorporation (DGCL 102(a) contents) and private Bylaws (never filed), ported from the Entity.ID proto C-Corp documents as E4 leaf documents. ^2.0.0 Contract formation
Startup Corp (Delaware C-Corp) - Certificate of Incorporation Certificate of Incorporation. The Atlas-equivalent formation pair: a filing-safe Certificate of Incorporation (DGCL 102(a) contents) and private Bylaws (never filed), ported from the Entity.ID proto C-Corp documents as E4 leaf documents. ^2.0.0 Contract formation

fundraising

Name Description Cicero Version Type Tags
SAFT (Simple Agreement for Future Tokens) A futures instrument: the purchaser pays now and receives units of a token at network launch, priced at a discount to the public launch price. ^2.0.0 Contract fundraising
SAFTE (Simple Agreement for Future Tokens or Equity) The SAFT's two-sided sibling: the purchaser pays now and receives either tokens at a token sale or shares at an equity financing, whichever event comes first, at a discount. ^2.0.0 Contract fundraising
Template Library Index