Shareholders’ agreement
Founders, early employees and business angels on the same cap table
Incorporation, shareholders’ agreement, vesting, incentive plans and a tidy cap table from day one.
Lawyers for TravelTech startups
15+ years advising travel distribution businesses. Legal and tax advice for travel startups: shareholders, funding rounds, SaaS contracts, APIs, data, AI, payments and tax.
Funding rounds
Every round comes with a term sheet, new clauses and a tight deadline
We negotiate term sheets and investment documents: valuation, preferences, anti-dilution and investor rights.
SaaS contracts
You sell software to agencies, hotels or corporates that impose their own contracts
SaaS contracts, terms of service, SLAs, limitation of liability and data processing agreements.
Integrations and APIs
Your product depends on APIs from GDSs, bedbanks or airlines
Connectivity and content access contracts: licences, usage limits and the risk of service being cut off.
Data protection (GDPR)
Traveller data from day one and clients asking for audits
Scalable GDPR: privacy by design, processing agreements, transfers and responses to due diligence.
AI and intellectual property
Your competitive edge is your technology and your AI models
Protection of your software and brand, open-source licences and AI Act compliance.
Payments
You collect from travellers, pay suppliers or issue cards
Analysis of regulated payment services, partnerships with payment institutions and collection and refund terms.
Startup tax
Tax incentives, international VAT and the taxation of your stock options
Benefits under the Startups Act, VAT on digital services and taxation of incentive plans.
Coordinated legal and tax advice for TravelTech startups, from incorporation to exit
How we work with startups
We understand the product and the round
We work with TravelTech startups from idea to exit: we know how travel is distributed and what an investor looks at in due diligence.
One-off review
A term sheet, your terms of service or the contract with a key client.
Fixed-scope project
Incorporation and shareholders’ agreement, documents for a funding round or a GDPR programme.
In-house legal team
Your part-time outsourced legal team, until you have your own.
“We’ve worked with mylegalinbox on a wide range of matters, from global partner agreements to regulatory questions across multiple regions. Travel is a complicated space, with different rules in every market and a lot of moving pieces, and they’ve handled every situation with the same combination of expertise. They’re quick to respond, easy to work with, and always focused on finding a path forward. I consider them a valuable extension of our own team.”
Nowell OutlawCEO, Switchfly
Common legal and tax questions for a TravelTech startup
What should a startup’s shareholders’ agreement include?
The allocation and vesting of the founders’ shares, transfer rules (right of first refusal, drag-along and tag-along), governance and reserved matters, lock-in and non-compete, and shareholder exits.
What tax benefits does the Startups Act offer?
Law 28/2022 on promoting the startup ecosystem allows certified companies to pay corporate income tax at 15% in their first tax year with a positive tax base and the following three years, and raises to €50,000 a year the exemption for shares or equity interests given to employees.
Which clauses does an investor look at in a term sheet?
Valuation and the investment instrument, liquidation preference, anti-dilution, information and veto rights, board composition, founder vesting and drag-along rights.
Does a travel startup need a payments licence?
If it provides regulated payment services, for example receiving funds from customers to pass on to third parties, it may need authorisation as a payment or e-money institution, or to rely on an authorised institution. It depends on the flow of funds and must be analysed case by case.
Do you advise companies based outside Spain?
Yes. We have clients in Europe, North America, Latin America, the Middle East and Asia-Pacific. We negotiate multi-jurisdictional contracts and coordinate with local lawyers where each country’s rules require it.
Who owns code written for me by an external developer? And code generated with AI?
If an employee writes it in the course of their duties, the exploitation rights belong to the company unless otherwise agreed (article 97.4 of the Spanish Intellectual Property Act). There is no such rule for a freelancer or an external agency: you need a written contract assigning the rights to you. For AI-generated code, copyright requires human authorship, so it is advisable to document your team’s input and review the tool’s terms.
Do I need a travel agency licence to sell activities, accommodation or transfers?
It depends on what you sell and on the autonomous community (region). To organise or sell package travel you must be a travel agency: a declaración responsable (statutory declaration) filed with the region where you are established, plus insolvency protection. For stand-alone services, some regions also reserve intermediation to travel agencies (Asturias is one), whereas a supplier selling its own services does not need a licence. We explain it in our guide “Do I need a travel agency licence?”.
Tell us where your startup is at
30 minutes with the team to review risks and priorities.
Or, if you prefer, email us and we’ll get back to you.
information@mylegalinbox.com