24-Month Roadmap Dashboard

DRAFT v1 for founder review — not yet executed. To be finalized into binding documents by corporate counsel (Role 1b). Bracketed items [ … ] are decisions for the founders to agree. Not legal advice.

Founders' Agreement

Company: Biovizions, Inc., a Delaware C-corporation (the "Company").
Effective date: [ ____________ , 2026 ]
Founders: Nachiket Shankar, Prateek Shetty, Kourosh Zarringhalam, and Prasan Shankar (each a "Founder").

This Founders' Agreement records the founders' mutual understanding on equity, roles, vesting, decision-making, IP, and departure terms. Where it touches matters governed by the Company's Certificate of Incorporation, Bylaws, stock-purchase agreements, or stock plan, those formal documents control once executed.

1 · Formation & ownership

The Company is already incorporated in Delaware (Nachiket Shankar, sole stockholder to date). Founder stock will be issued to the remaining three founders under Restricted Stock Purchase Agreements (RSPAs) with the vesting in Section 4. A 10% option pool (ESOP) is reserved for employees, advisors, and future hires.

Guidance: equal-ish splits among full-time co-founders are common, adjusted for role, time commitment, idea/IP origination, and capital contributed. Founders to agree and complete the table.

2 · Roles & responsibilities

Each founder's mandate, responsibilities, and decision authority:

Nachiket Shankar — Co-founder & CEO

Mandate: Company vision, strategy, and execution; the face to investors.

• Lead the pre-seed and Seed fundraising and investor relations.
• Set company strategy and the 24-month roadmap.
• Own the cap table, the board, and company finances / budget.
• Recruit and manage the team; set culture.
• Drive computational-biology direction.
• Own the legal / IP relationships, with outside counsel.

Decision authority: final call on strategy, fundraising, budget, and senior hires (with founder input); signs contracts on the Company's behalf.

Prateek Shetty — Co-founder & Head of Assay Development / Lab + Data

Mandate: the wet-lab science and the data foundation.

• Design and oversee the combinatorial / synergy assays (checkerboard, FIC).
• Manage collaborator-lab relationships and lab operations (acts as lab manager).
• Lead the assay-development scientists.
• Own data quality and the wet-lab → ML training-data pipeline.
• Co-own the cheminformatics data modeling (with Nachiket).

Decision authority: assay design, lab partnerships, and the wet-lab budget.

Kourosh Zarringhalam — Co-founder & Head of AI/ML (Chief AI Scientist)

Mandate: scientific direction of the AI engines.

• Set the ML / algorithm strategy (the two engines, the priors approach).
• Provide scientific oversight of the senior ML engineer and the interns.
• Own model architecture and validation methodology.
• Bridge academia ↔ company. Part-time (professor).

Decision authority: AI/ML scientific direction and model approach.

Prasan Shankar — Co-founder & Chief Medical / Clinical Officer

Mandate: clinical grounding and the traditional-medicine knowledge base.

• Clinical / translational strategy.
• Ayurveda / Dravya-guṇa domain knowledge and priors (with the advisors).
• Indication selection and clinical relevance.
• Clinical insight and future-trial access via the integrative-medicine hospital.
• Regulatory / clinical advisory.

Decision authority: clinical direction, indication priorities, and the traditional-medicine knowledge base.

3 · Time commitment

• Nachiket Shankar (CEO) — full-time.
• Prateek Shetty — full-time.
• Kourosh Zarringhalam — part-time (university professor); ~[ __ ] hrs/week of scientific direction.
• Prasan Shankar — part-time (clinical); ~[ __ ] hrs/week.

Founder cash compensation, if any, is set separately by the Board and reflected in the budget; it is not part of this Agreement.

4 · Vesting

• Standard 4-year vesting with a 1-year cliff; monthly vesting thereafter.
• Unvested shares are subject to repurchase by the Company at the lower of cost or fair value on departure.
• Each Founder files an 83(b) election within 30 days of share issuance (time-critical tax step).
• [ Optional: vesting credit for pre-incorporation work — to agree. ]

5 · Decision rights

Day-to-day decisions sit with the relevant function lead (Section 2). The following require all-founder consultation and, where noted, Board approval: fundraising & cap-table changes, the annual budget and major spend, equity grants, senior/key hires, major partnerships and contracts, and any change to this Agreement. (Full matrix maintained in the Founders' Governance doc.)

6 · Board of Directors

• Initial board kept small and founder-controlled.
• At least one independent director to be identified and appointed within the first 3 months (target: a biotech/pharma operator or drug-discovery scientist).
• Target structure: CEO + one co-founder + one independent; the lead investor typically joins at Seed.

7 · Intellectual property

Each Founder signs the Company's Confidential Information & Invention Assignment Agreement (CIIA). All inventions, code, models, data, and know-how created for the Company are assigned to the Company. No Founder retains any personal claim to Company IP. On departure, all IP remains with the Company.

8 · Leaver provisions

These terms live in this Agreement and the Right-of-First-Refusal & Co-Sale Agreement (reflected in the bylaws). Plain-language summary:

9 · Confidentiality

Each Founder keeps Company confidential information secret during and after involvement with the Company, per the CIIA.

10 · General

• Governing law: Delaware.
• This Agreement may be amended only in writing signed by all Founders (subject to Board/stockholder approval where required).
• May be executed in counterparts.
• If any provision conflicts with the Company's formal organizational documents, those documents control.

Signatures

Nachiket Shankar  ____________________________   Date ____________

Prateek Shetty  ____________________________   Date ____________

Kourosh Zarringhalam  ____________________________   Date ____________

Prasan Shankar  ____________________________   Date ____________

DRAFT — standard Confidential Information & Invention Assignment Agreement for founders and all hires. To be finalized by corporate counsel (Role 1b) and executed via Clerky / DocuSign. Not legal advice.

Confidential Information & Invention Assignment Agreement (CIIA)

Between Biovizions, Inc. ("Company") and [ Full name ] ("I" / "me"), effective [ date ], in consideration of my employment, founder role, engagement, or continued service and the equity / compensation I receive.

1 · Confidential information

I will hold in strict confidence and not disclose or use, except for the Company's benefit, any Confidential Information — including the Company's models, algorithms, code, datasets, chemical / biological data, combination designs, screening results, business and financial information, and third-party information the Company must keep confidential — during and after my relationship with the Company.

2 · Assignment of inventions

I assign to the Company all right, title, and interest in all inventions, discoveries, developments, software, models, data, and works of authorship that I make or conceive, alone or with others, during my relationship with the Company that (a) relate to the Company's business or research, or (b) are made using Company time, resources, or Confidential Information ("Company Inventions"). I will promptly disclose all such Inventions to the Company.

3 · Prior inventions

Inventions I made before this relationship and wish to exclude are listed in Exhibit A. If I list none, I represent there are none. If I incorporate any prior invention into a Company product or Invention, I grant the Company a non-exclusive, royalty-free, perpetual license to use it.

Exhibit A — Prior inventions (list, or write "None"): [ ____________________________________ ]

4 · Excluded inventions (statutory carve-out)

This assignment does not apply to an invention that I developed entirely on my own time without using Company equipment, supplies, facilities, or Confidential Information, and that does not relate to the Company's business or actual / anticipated research, and does not result from work I performed for the Company — consistent with applicable state law.

5 · Further assurances

I will help the Company secure and enforce its rights in Company Inventions (e.g., signing patent and copyright documents). I irrevocably appoint the Company as my attorney-in-fact to execute such documents if I am unavailable.

6 · Return of materials

On termination of my relationship, I will return all Company property and materials (including all copies and data) and will not retain any Confidential Information.

7 · No conflicting obligations

My performance does not and will not breach any agreement with a prior employer, university, or third party. I will not improperly use or disclose any third party's confidential information or trade secrets, nor bring any onto Company premises or systems.

Note for academic founders / interns: confirm there is no conflicting university IP obligation; keep interns arms-length from any founder's own lab to keep IP clean.

8 · General

• Governing law: [ Delaware / state of employment ].
• This Agreement survives the end of my relationship with the Company.
• If any provision is unenforceable, the rest remains in effect.

Signature

Signature ____________________________   Print name ____________________________   Date ____________

For Biovizions, Inc.: ____________________________   Nachiket Shankar, CEO   Date ____________

DRAFT job post — edit freely before posting. Comp benchmarks are US, on the 24-month plan.

Senior AI / Machine Learning Engineer (Founding)

Type: Full-time, founding technical hire · Comp: ~$11K/mo ($10–12K band) + 1% equity (4-yr vest / 1-yr cliff) · Location: remote-friendly (US-benchmarked) · Reports to: CEO; works closely with Prof. Kourosh Zarringhalam (AI/ML co-founder).

About Biovizions

We design safe, low-dose drug + phytochemical combinations by encoding Ayurveda / TCM priors into modern molecular ML. You'd be employee #1 on the technical side, turning that thesis into working models.

What you'll build

• Engine A — profiler + combination designer: embed drugs and phytochemicals in a shared learnable chemical space; predict pharmacological / ADMET / PK profiles; design combinations under dosage-boosting and toxicity-balancing rules.
• Engine B — active-learning loop: ingest high-throughput screen results, propose the next experiments (active learning / Bayesian optimization), and reinforce a foundation model for combinatorial discovery.
• Own the molecular ML stack end-to-end — data, training, evaluation, the chemical-space map — with MLOps / platform deploying alongside you.

You have

• Hands-on experience training molecular models — chemical language models (ChemBERTa-2, MoLFormer) and/or graph neural nets (Chemprop / D-MPNN) — and doing property / ADMET prediction.
• A PhD in ML-for-drug-discovery / computational chemistry / cheminformatics, or equivalent TechBio experience (e.g., Recursion, Atomwise, Insilico, Iambic, Genesis, Valence).
• Strong Python, PyTorch, RDKit, and experiment tracking (Weights & Biases).
• First-technical-hire DNA: scrappy, owns the whole problem, thrives with founders and an academic lab.

Nice to have

• Active learning / experimental design; multi-target or natural-product modeling; attention-MIL on screening data.

What we offer

• Founding equity and real ownership of the core IP; a novel scientific problem; a tight, senior founding team.

How to apply

Email [ careers@biovizions.com ] with your CV / GitHub / Google Scholar and a few lines on a molecular model you've trained. [ Edit before posting. ]

DRAFT job post — edit freely before posting.

Operations & People Coordinator (Cross-Border) — fractional / contract

Type: Contract, ~20–25 hrs/week · Comp: ~$3.5K/mo (cash) · Reports to: CEO · Path: to Head of Ops at Seed.

About the role

Be the operational backbone of an early biotech-AI startup with a cross-border team (US, Hungary, India). You'll keep hiring, payroll, compliance, and the data room running so the founders can focus on the science.

What you'll do

• Run cross-border onboarding: issue / collect signed contractor & employee agreements (incl. IP assignment, drafted by counsel); set each person up in the right structure (US, Hungary services entity, India contractors).
• Manage payroll & payments via Deel / Rippling; process Hungary-entity invoices; everyone paid on time and compliantly.
• Bookkeeping liaison with the accountant (Pilot / QuickBooks); keep compliance, IP-assignment tracking, and the investor data room current.
• Run grant logistics (Google / Anthropic / Nvidia credits and any non-dilutive grants).
• Own the ops stack: Deel, Clerky, Carta, Pilot / QuickBooks, DocSend.

You have

• 2+ years in startup ops / people / EA roles; comfort with cross-border contractors and payroll tools.
• Highly organized, discreet with confidential information, and self-directed.
• Bonus: experience with Deel / Rippling, Carta, and early-stage fundraising logistics.

How to apply

Email [ careers@biovizions.com ] with your CV and a short note on a cross-border ops process you've run. [ Edit before posting. ]

The data-room shell to stand up in Week 1 (DocSend or a structured Google Drive). Create these folders now; fill as documents are produced. "Status" tracks readiness.

Data room — index & document checklist

Keep a clean, read-only investor view; stage sensitive IP (raw data, model weights, unfiled invention details) in a restricted sub-folder shared only under NDA.