Startups: would you pay for a service that validates the propensity for a new idea to succeed as a business?

Convertible notes are by no means "earned." They are often easier to raise for early-stage companies who don't want to or can't raise an equity round. Equity rounds almost always require a simultaneous close of either the whole round or a defined "first close" representing a significant share of the raised amount. Where there are many participants in the round comprised mostly of small seed funds and/or angel investors, shepherding everyone to a closing date can be very difficult. If a company raises money on a note and the company fails, the investors are creditors, getting money back prior to any shareholder and any creditor that doesn't have security or statutory preference. In almost every case, convertible note holders in these situations would be lucky to get pennies back on the dollar. It would be highly unusual of / unheard of for a convertible note to come with personal guarantees. Happy to talk to you about the particulars of your situation and explain more to you based on what you're wanting to know.

Cash money should be treated separately than sweat equity. There are practical reasons for this namely that sweat equity should always be granted in conjunction with a vesting agreement (standard in tech is 4 year but in other sectors, 3 is often the standard) but that cash money should not be subjected to vesting. Typically, if you're at the idea stage, the valuation of the actual cash going in (again for software) is anywhere between $300,000 and $1m (pre-money). If you're operating in any other type of industry, valuations would be much lower at the earliest stage. The best way to calculate sweat equity (in my experience) is to use this calculator as a guide: http://foundrs.com/. If you message me privately (via Clarity) with some more info on what the business is, I can tell you whether I would be helpful to you in a call.

Please realize that my suggestion would be slightly different if I knew which two countries. However, without knowing that here's what I'd suggestion: 1. Since you're just getting started figure out which country provides the best legal benefits for starting a company. This should include tax benefits, legal protection, and ease when it comes to filing paperwork (incorporating, managing payroll, taxes, etc.). This will undoubtedly save you time and money moving forward, and staying lean. 2. Once you've established your home base country, you'll still need to hire people in the other country as you scale. You may want to think about using a service like oDesk or Elance, not necessarily to recruit people but to manage ALL the paperwork associated with hiring international people. They will of course be given contract status. If you are going to be providing employees equity then I'd suggest consulting a lawyer for how people in the non-home base country will be treated. 3. Reporting revenue. You need to be very careful about whether you are providing goods and services. If it's goods keep in mind that you might be subject to tariffs. If you're providing services then I think you might be in the clear, but please double check. Finally, some countries might have an issue with where the revenue was actually made i.e. are you sitting in your office in your home based country while servicing clients in the non-home base country, or are you actually in the non-home base country. 4. No matter what you'll need to setup a remote working environment for yourself. Invest in the best technology you can, and find clients who are willing to utilize your services on a remote basis. Here are a few additional posts on running a remote team that I've written: http://femgineer.com/2013/09/running-remote-and-making-progress/ http://femgineer.com/2013/03/how-to-transition-to-a-remote-team/

I have built several multi-million dollar businesses using (2) very simple questions: "What makes you say that...." and "Tell me more...." No matter what someone says to you, you just keep asking one (or both) of the questions. If you do it 4 or 5 times in a row you'll learn everything you ever wanted to know.

I've discussed ideas with hundreds of startups, I've been involved in about a dozen startups, my business is at $1M+ revenue. The bad news is, there is no good way to protect ideas. The good news is, in the vast majority of cases you don't really need to. If you're talking to people about your idea, you could ask them to sign an NDA ("Non Disclosure Agreement"), but NDAs are notoriously hard to enforce, and a lot of experienced startup people wouldn't sign them. For example, if you asked me to sign an NDA before we discussed your Idea, I'd tell you "thanks, but no thanks". This is probably the right place though to give the FriendDA an honorable mention: http://friendda.org/. Generally, I'd like to encourage you to share your Ideas freely. Even though telling people an idea is not completely without risk, generally the rewards from open discussions greatly outweigh the risks. Most startups fail because they build something nobody wants. Talking to people early, especially people who are the intended users/customers for your idea can be a great way to protect yourself from that risk, which is considerably higher than the risk of someone taking off with your idea. Another general note, is that while ideas matter, I would generally advise you to get into startup for which you can generate a lot of value beyond the idea. One indicator for a good match between a founder and a startup is the answer to the question: "why is that founder uniquely positioned to execute the idea well". The best way to protect yourself from competition is to build a product that other people would have a hard time building, even if they had 'the idea'. These are usually startups which contain lots of hard challenges on the way from the idea to the business, and if you can convincingly explain why you can probably solve those challenges while others would have a hard time, you're on the right path. If you have any further questions, I'd be happy to set up a call. Good luck.