Informationfor Clients

The clinic represents student-led and other entrepreneurial ventures. Clients may include U-M student-led businesses or individual student inventors. The clinic also represents U-M alumni concerning technology invented as a student at U-M.

The clinic generally will not represent ventures concerning University-held intellectual property. Therefore, if your technology was invented or jointly invented by a U-M employee, you should consult U-M’s Office of Technology Transfer for advice concerning your technology.

The clinic offers transactional and counseling legal services in the following areas:

  • Selecting and forming a legal entity and structuring ownership and capital
  • Counseling concerning intellectual property (e.g., copyright, trademark, patent, and trade secret)
  • Drafting and negotiating contracts
  • Advising on real-estate matters
  • Advising on employment law issues
  • Assisting on corporate fundraising and finance issues

The Clinic generally does not provide the following services:

  • Litigation or dispute resolution
  • Ongoing patent prosecution (although the clinic may assist with drafting and filing
  • provisional patent applications)
  • Pure tax advice
  • Immigration law

The clinic does not charge for its services, although clients are responsible for expenses related to their matter. For example, the fees for filing the Articles of Organization for a Michigan LLC start at $50, while the filing fees for an application for federal trademark registration begin at $275.

You may apply to become a client of the clinic by submitting the application form.

The clinic may contact you for additional information. The clinic accepts applications on an ongoing basis. While the clinic hopes to serve as many clients as possible, the clinic typically only has resources to accept a small portion of the clients that apply. A representative from the clinic will contact you shortly after we receive your application. If you have pressing legal needs, however, please do not wait to hear from the clinic before pursuing other potential legal service providers.

The clinic will select its clients based on various criteria, such as the following:

  • The requested services are appropriate for law students
  • The requested services present an interesting educational opportunity for the clinic’s law students
  • Any deadlines for the services are consistent with the educational mission of the clinic, its semester schedule, and its resources
  • The services are likely to significantly assist the client’s entrepreneurial efforts
  • The client has a demonstrated commitment to furthering his/her venture and is able to actively and responsively engage with the clinic’s student attorneys and faculty.

Also, please note that as a general rule, the clinic will not represent one student against another in any ownership dispute. Accordingly, the clinic will generally not take on a client (or will have to pause from representing a client) if a genuine dispute over rights in the client’s technology exists or arises. Also, as another general rule, the clinic will not represent a client on an issue adverse to U-M.

A client’s primary advisors will be second- and third-year law students closely supervised by experienced clinical faculty. On occasion, attorneys in private practice also will assist the law students.

If the clinic is unable to take on your matter, upon request, we can attempt to refer you to a private practice attorney that can assist you.

While the legal issues that entrepreneurs confront vary greatly, the following are examples of issues the clinic could address:

  • Selecting the appropriate legal entity to form (e.g., LLC, C Corp, or S Corp) to shield against liability, own intellectual property, and in which to share equity between founders and other contributors or investors
  • Forming a legal entity (e.g., LLC, C Corp, or S Corp) including filing the organizational documents, such as articles or organization or incorporation, drafting governance documents such as operating agreements or bylaws, drafting employment or independent contractor agreements, or drafting other related documents
  • Drafting and negotiating funding agreements for a start-up venture
  • Advising on the legality of a business model (e.g., advising on how privacy laws impact a social networking venture)
  • Advising on a startup venture’s freedom to operate in view of others’ intellectual property
  • Drafting and negotiating intellectual property licenses or other agreements, such as software development agreements
  • Assisting with preparing and filing a provisional patent application
  • Clearing the ability to use a particular name or mark for the student’s technology or business
  • Applying for trademark registration and other counseling concerning trademark protection
  • Advising on a student’s legal rights in software or other works of authorship
  • Implementing best practices for securing trade secret or other confidential information, including drafting and reviewing nondisclosure agreements
  • Counseling on data protection, including drafting click-wrap or other end-user agreements for protecting online databases
  • Counseling on real property issues such as commercial leases.

The clinic’s clients come from U-M’s exceptional student body and are engaging in entrepreneurial activities like never before.

Start Up & Incorporation Issues

Startups are not all the same and should consider different factors when creating business entities. To learn about which business entity is right for you simply identify what type of entrepreneur you are and the type of company you have or would like to set up and a customized video series will be created just for you.

Watch the video series

Intellectual Property Basics

This is a series of short videos designed to guide entrepreneurs through the important concepts of intellectual property during their startup.

Watch the video series