SKILL 75: Pre-Launch Legal Certification
Purpose
The complete legal checklist that must be completed before any product goes live. Counsel reviews and certifies each item. Nothing launches with INCOMPLETE items in the critical categories.
Certification Format
For each item: COMPLETE ✅ / INCOMPLETE ❌ / NOT APPLICABLE N/A
Critical items (marked ⚠️): platform does NOT launch until these are COMPLETE.
CATEGORY 1: Entity & Corporate
| Item |
Priority |
Status |
| Entity formed (Delaware C-Corp / Iowa LLC) |
⚠️ Critical |
|
| EIN obtained (IRS Form SS-4) |
⚠️ Critical |
|
| Operating agreement or bylaws adopted |
⚠️ Critical |
|
| Board resolutions: incorporation, officers, equity grants, bank authorization |
⚠️ Critical |
|
| Foreign entity registration in Iowa (if Delaware entity) |
⚠️ Critical |
|
| Registered agent designated (formation state and Iowa) |
⚠️ Critical |
|
| IP assignment agreements signed — ALL founders, employees, contractors |
⚠️ Critical |
|
| Founder vesting agreements signed |
High |
|
| Cap table documented and accurate in Carta/Pulley |
High |
|
CATEGORY 2: Bank & Financial
| Item |
Priority |
Status |
| Primary business bank account opened |
⚠️ Critical |
|
| Backup bank account at different institution |
High |
|
| Business credit card (separate from personal) |
Medium |
|
| Accounting system configured (QuickBooks, Xero) |
High |
|
| Bookkeeper or accountant engaged |
Medium |
|
| Payroll provider configured if W-2 employees (Gusto, Deel) |
⚠️ Critical if employees |
|
CATEGORY 3: Regulatory
| Item |
Priority |
Status |
| Legal opinion: product classification (skill-based / prediction market / other) |
⚠️ Critical |
|
| Legal opinion: money transmission analysis (MSB or not, state-by-state) |
⚠️ Critical |
|
| Legal opinion: securities analysis (Howey analysis for any token or investment feature) |
⚠️ Critical if token/investment |
|
| FinCEN MSB registration (if applicable) |
⚠️ Critical if MSB |
|
| State money transmitter licenses (if applicable) |
⚠️ Critical if custodial |
|
| Iowa DIA registration (if skill-based competition with prizes) |
⚠️ Critical if applicable |
|
| State business registrations (each active state) |
High |
|
| OFAC sanctions screening implemented and tested |
⚠️ Critical |
|
| KYC/AML program written and designated BSA officer named |
⚠️ Critical if MSB |
|
| Age verification (18+) implemented and tested |
⚠️ Critical |
|
| Geo-blocking for restricted states and OFAC countries tested |
⚠️ Critical |
|
CATEGORY 4: Legal Documents
| Item |
Priority |
Status |
| Terms of Service — reviewed by attorney |
⚠️ Critical |
|
| Privacy Policy — reviewed by attorney, CCPA/ICDPA compliant |
⚠️ Critical |
|
| Market Rules (if prediction market) — reviewed by gaming attorney |
⚠️ Critical if prediction market |
|
| Fee Schedule — all fees disclosed, reviewed for transparency |
⚠️ Critical |
|
| Risk Disclosures — prominent on registration and deposit pages |
⚠️ Critical |
|
| Responsible Participation Policy (self-exclusion, limits) |
High |
|
| Cookie policy / consent mechanism |
High |
|
| DMCA designated agent registered with Copyright Office ($6) |
Medium |
|
| Accessibility statement published |
Medium |
|
| Clickwrap acceptance mechanism for TOS |
⚠️ Critical |
|
CATEGORY 5: Insurance
| Item |
Priority |
Status |
| General liability insurance |
High |
|
| D&O insurance (if board or investors involved) |
High |
|
| Cyber liability insurance |
High |
|
| E&O / professional liability (if AI makes decisions affecting users) |
High |
|
| Smart contract cover (Nexus Mutual, Sherlock) if smart contract holds user funds |
High if non-custodial |
|
CATEGORY 6: Tax
| Item |
Priority |
Status |
| 409A valuation (if issuing stock options) |
⚠️ Critical if options |
|
| 83(b) election deadline calendar set for all restricted stock recipients |
⚠️ Critical if restricted stock |
|
| State tax registrations in each state with nexus |
High |
|
| Sales tax analysis completed (is your service taxable in operating states?) |
High |
|
| 1099 process configured for contractor and winner payments |
High |
|
CATEGORY 7: Intellectual Property
| Item |
Priority |
Status |
| Trademark search completed (no conflicts) |
⚠️ Critical |
|
| Trademark application filed with USPTO (Classes 9, 41, 42) |
High |
|
| Domain names secured (.com, .ai, .io minimum) |
⚠️ Critical |
|
| Social media handles secured |
High |
|
| Open source license audit completed (no GPL/AGPL in commercial code) |
⚠️ Critical |
|
| Trade secrets identified and protection measures implemented |
Medium |
|
CATEGORY 8: Technical / Security
| Item |
Priority |
Status |
| Encryption at rest and in transit verified |
⚠️ Critical |
|
| WCAG 2.1 Level AA accessibility audit |
High |
|
| Data breach notification process documented |
⚠️ Critical |
|
| Data retention and deletion policy implemented |
High |
|
| Backup and disaster recovery plan tested |
High |
|
| Security audit or penetration test completed |
High |
|
CATEGORY 9: Platform-Specific (Prediction Market)
| Item |
Priority |
Status |
| Market creation governance process documented |
⚠️ Critical |
|
| Resolution source specification for each market type |
⚠️ Critical |
|
| Dispute resolution process documented and in TOS |
⚠️ Critical |
|
| Market surveillance tools implemented |
High |
|
| Circuit breaker / emergency pause mechanism tested |
⚠️ Critical |
|
| Fund segregation verified (non-custodial or segregated accounts) |
⚠️ Critical |
|
| Proof of reserves mechanism implemented |
High |
|
| Smart contract audited by recognized firm |
⚠️ Critical if live funds |
|
CATEGORY 10: Launch Communications
| Item |
Priority |
Status |
| Launch marketing materials reviewed for FTC compliance |
⚠️ Critical |
|
| No securities language in marketing (invest, returns, profit) |
⚠️ Critical |
|
| All accuracy claims substantiated with data |
⚠️ Critical |
|
| Endorsement disclosures in all influencer/affiliate materials |
High |
|
| Emergency communications templates pre-drafted |
High |
|
CATEGORY 11: Ongoing Compliance Infrastructure
| Item |
Priority |
Status |
| Compliance calendar created (all deadlines, renewal dates) |
High |
|
| Compliance officer designated |
High |
|
| Quarterly compliance review cadence established |
High |
|
| Regulatory monitoring: state law changes, AG actions, CFTC/SEC releases |
High |
|
Certification Sign-Off
"As of [DATE], I have reviewed the above items for [PRODUCT NAME]. All Critical items are COMPLETE. Incomplete items are noted above and do not affect launch readiness for the following reason: [REASON]. This certification is based on legal research and intelligence, not a formal legal opinion. Formal legal opinions have been obtained as noted in Category 3."
— Counsel (General Counsel, Perlantir AI Studio)
This is legal research and intelligence, not legal advice. Consult qualified legal counsel before taking action.
1---2name: pre-launch-legal-certification3description: SKILL 75: Pre-Launch Legal Certification4---5# SKILL 75: Pre-Launch Legal Certification67## Purpose8The complete legal checklist that must be completed before any product goes live. Counsel reviews and certifies each item. Nothing launches with INCOMPLETE items in the critical categories.910## Certification Format11For each item: **COMPLETE ✅ / INCOMPLETE ❌ / NOT APPLICABLE N/A**12Critical items (marked ⚠️): platform does NOT launch until these are COMPLETE.1314## CATEGORY 1: Entity & Corporate1516| Item | Priority | Status |17|------|---------|--------|18| Entity formed (Delaware C-Corp / Iowa LLC) | ⚠️ Critical | |19| EIN obtained (IRS Form SS-4) | ⚠️ Critical | |20| Operating agreement or bylaws adopted | ⚠️ Critical | |21| Board resolutions: incorporation, officers, equity grants, bank authorization | ⚠️ Critical | |22| Foreign entity registration in Iowa (if Delaware entity) | ⚠️ Critical | |23| Registered agent designated (formation state and Iowa) | ⚠️ Critical | |24| IP assignment agreements signed — ALL founders, employees, contractors | ⚠️ Critical | |25| Founder vesting agreements signed | High | |26| Cap table documented and accurate in Carta/Pulley | High | |2728## CATEGORY 2: Bank & Financial2930| Item | Priority | Status |31|------|---------|--------|32| Primary business bank account opened | ⚠️ Critical | |33| Backup bank account at different institution | High | |34| Business credit card (separate from personal) | Medium | |35| Accounting system configured (QuickBooks, Xero) | High | |36| Bookkeeper or accountant engaged | Medium | |37| Payroll provider configured if W-2 employees (Gusto, Deel) | ⚠️ Critical if employees | |3839## CATEGORY 3: Regulatory4041| Item | Priority | Status |42|------|---------|--------|43| Legal opinion: product classification (skill-based / prediction market / other) | ⚠️ Critical | |44| Legal opinion: money transmission analysis (MSB or not, state-by-state) | ⚠️ Critical | |45| Legal opinion: securities analysis (Howey analysis for any token or investment feature) | ⚠️ Critical if token/investment | |46| FinCEN MSB registration (if applicable) | ⚠️ Critical if MSB | |47| State money transmitter licenses (if applicable) | ⚠️ Critical if custodial | |48| Iowa DIA registration (if skill-based competition with prizes) | ⚠️ Critical if applicable | |49| State business registrations (each active state) | High | |50| OFAC sanctions screening implemented and tested | ⚠️ Critical | |51| KYC/AML program written and designated BSA officer named | ⚠️ Critical if MSB | |52| Age verification (18+) implemented and tested | ⚠️ Critical | |53| Geo-blocking for restricted states and OFAC countries tested | ⚠️ Critical | |5455## CATEGORY 4: Legal Documents5657| Item | Priority | Status |58|------|---------|--------|59| Terms of Service — reviewed by attorney | ⚠️ Critical | |60| Privacy Policy — reviewed by attorney, CCPA/ICDPA compliant | ⚠️ Critical | |61| Market Rules (if prediction market) — reviewed by gaming attorney | ⚠️ Critical if prediction market | |62| Fee Schedule — all fees disclosed, reviewed for transparency | ⚠️ Critical | |63| Risk Disclosures — prominent on registration and deposit pages | ⚠️ Critical | |64| Responsible Participation Policy (self-exclusion, limits) | High | |65| Cookie policy / consent mechanism | High | |66| DMCA designated agent registered with Copyright Office ($6) | Medium | |67| Accessibility statement published | Medium | |68| Clickwrap acceptance mechanism for TOS | ⚠️ Critical | |6970## CATEGORY 5: Insurance7172| Item | Priority | Status |73|------|---------|--------|74| General liability insurance | High | |75| D&O insurance (if board or investors involved) | High | |76| Cyber liability insurance | High | |77| E&O / professional liability (if AI makes decisions affecting users) | High | |78| Smart contract cover (Nexus Mutual, Sherlock) if smart contract holds user funds | High if non-custodial | |7980## CATEGORY 6: Tax8182| Item | Priority | Status |83|------|---------|--------|84| 409A valuation (if issuing stock options) | ⚠️ Critical if options | |85| 83(b) election deadline calendar set for all restricted stock recipients | ⚠️ Critical if restricted stock | |86| State tax registrations in each state with nexus | High | |87| Sales tax analysis completed (is your service taxable in operating states?) | High | |88| 1099 process configured for contractor and winner payments | High | |8990## CATEGORY 7: Intellectual Property9192| Item | Priority | Status |93|------|---------|--------|94| Trademark search completed (no conflicts) | ⚠️ Critical | |95| Trademark application filed with USPTO (Classes 9, 41, 42) | High | |96| Domain names secured (.com, .ai, .io minimum) | ⚠️ Critical | |97| Social media handles secured | High | |98| Open source license audit completed (no GPL/AGPL in commercial code) | ⚠️ Critical | |99| Trade secrets identified and protection measures implemented | Medium | |100101## CATEGORY 8: Technical / Security102103| Item | Priority | Status |104|------|---------|--------|105| Encryption at rest and in transit verified | ⚠️ Critical | |106| WCAG 2.1 Level AA accessibility audit | High | |107| Data breach notification process documented | ⚠️ Critical | |108| Data retention and deletion policy implemented | High | |109| Backup and disaster recovery plan tested | High | |110| Security audit or penetration test completed | High | |111112## CATEGORY 9: Platform-Specific (Prediction Market)113114| Item | Priority | Status |115|------|---------|--------|116| Market creation governance process documented | ⚠️ Critical | |117| Resolution source specification for each market type | ⚠️ Critical | |118| Dispute resolution process documented and in TOS | ⚠️ Critical | |119| Market surveillance tools implemented | High | |120| Circuit breaker / emergency pause mechanism tested | ⚠️ Critical | |121| Fund segregation verified (non-custodial or segregated accounts) | ⚠️ Critical | |122| Proof of reserves mechanism implemented | High | |123| Smart contract audited by recognized firm | ⚠️ Critical if live funds | |124125## CATEGORY 10: Launch Communications126127| Item | Priority | Status |128|------|---------|--------|129| Launch marketing materials reviewed for FTC compliance | ⚠️ Critical | |130| No securities language in marketing (invest, returns, profit) | ⚠️ Critical | |131| All accuracy claims substantiated with data | ⚠️ Critical | |132| Endorsement disclosures in all influencer/affiliate materials | High | |133| Emergency communications templates pre-drafted | High | |134135## CATEGORY 11: Ongoing Compliance Infrastructure136137| Item | Priority | Status |138|------|---------|--------|139| Compliance calendar created (all deadlines, renewal dates) | High | |140| Compliance officer designated | High | |141| Quarterly compliance review cadence established | High | |142| Regulatory monitoring: state law changes, AG actions, CFTC/SEC releases | High | |143144## Certification Sign-Off145> "As of [DATE], I have reviewed the above items for [PRODUCT NAME]. All Critical items are COMPLETE. Incomplete items are noted above and do not affect launch readiness for the following reason: [REASON]. This certification is based on legal research and intelligence, not a formal legal opinion. Formal legal opinions have been obtained as noted in Category 3."146>147> — Counsel (General Counsel, Perlantir AI Studio)148149---150*This is legal research and intelligence, not legal advice. Consult qualified legal counsel before taking action.*
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