Background

Hive Colab also requires ongoing legal support during fellowship execution to ensure compliance with donor requirements, sound contracting, and effective risk management.

Purpose of the Assignment

The purpose of this assignment is to engage a qualified legal services provider to deliver legal support to both Hive Colab and participating startups throughout the fellowship lifecycle.

The legal services provider will support startup due diligence, contracting, compliance, and transaction readiness, while also providing institutional legal support to Hive Colab during program implementation.

Scope of Work

The legal services provider will deliver support under two complementary workstreams.

3.1 Legal Support to Fellowship Startups

The provider will support participating startups in the following areas:

• Conduct legal due diligence for selected startups, including review of corporate structure, registration status, governance documents, ownership, and compliance risks
• Support startups to formalize their legal structures, including incorporation, shareholding arrangements, and governance documentation where required
• Review and advise on commercial contracts, including customer agreements, supplier contracts, partnerships, and licensing arrangements
• Provide guidance on intellectual property protection, including trademarks, copyrights, software ownership, and data rights
• Support startups with investment readiness, including review and drafting of term sheets, shareholder agreements, convertible instruments, and related transaction documents
• Provide legal advisory sessions and clinics for startups during the fellowship period
• Support resolution of basic regulatory and compliance issues relevant to EdTech ventures operating in Uganda and applicable regional or international markets

3.2 Legal Support to Hive Colab

The provider will support Hive Colab in the following areas during fellowship execution:

• Provide legal support during procurement, contracting, and engagement of vendors, consultants, mentors, and partners
• Support the review and drafting of agreements with startups, including participation agreements, grant agreements, and data protection provisions
• Support legal aspects of due diligence processes, documentation, and reporting required by funders and partners
• Advise on regulatory compliance, risk management, and governance issues arising during program implementation
• Provide ad hoc legal advice to Hive Colab management related to fellowship delivery

Key Deliverables

• Legal due diligence reports for selected startups
• Reviewed and/or drafted legal documents for startups as required
• Investment readiness legal documentation support for selected startups
• Legal clinic sessions or office hours for startups during the fellowship
• Reviewed and finalized contracts and agreements for Hive Colab
• Ongoing legal advisory support throughout the fellowship period
• Brief legal advisory notes where relevant to program risks or compliance

Duration of the Assignment

The assignment will run for the full duration of the MasterCard Foundation EdTech Fellowship, including preparatory and close-out phases. The expected duration is aligned to the fellowship cycle as defined by Hive Colab.

Reporting and Coordination

The legal services provider will report to the Program Lead or a designated Hive Colab representative. Coordination will be required with the fellowship delivery team, finance and operations staff, and startup support leads.

Required Qualifications and Experience

• Registered and licensed legal practice in Uganda
• Proven experience supporting startups, SMEs, or investment transactions
• Demonstrated understanding of venture structuring, corporate governance, and commercial contracting
• Experience supporting donor-funded programs or fellowships is an added advantage
• Ability to deliver practical, startup-friendly legal guidance
• Strong communication skills and ability to work with early-stage founders

Confidentiality and Ethics

The legal services provider will be required to maintain strict confidentiality regarding all information accessed during the assignment. All work must be conducted in accordance with professional legal and ethical standards.

• Conduct legal due diligence for selected startups, including review of corporate structure, registration status, governance documents, ownership, and compliance risks
• Support startups to formalize their legal structures, including incorporation, shareholding arrangements, and governance documentation where required
• Review and advise on commercial contracts, including customer agreements, supplier contracts, partnerships, and licensing arrangements
• Provide guidance on intellectual property protection, including trademarks, copyrights, software ownership, and data rights
• Support startups with investment readiness, including review and drafting of term sheets, shareholder agreements, convertible instruments, and related transaction documents
• Provide legal advisory sessions and clinics for startups during the fellowship period
• Support resolution of basic regulatory and compliance issues relevant to EdTech ventures operating in Uganda and applicable regional or international markets
• Provide legal support during procurement, contracting, and engagement of vendors, consultants, mentors, and partners
• Support the review and drafting of agreements with startups, including participation agreements, grant agreements, and data protection provisions
• Support legal aspects of due diligence processes, documentation, and reporting required by funders and partners
• Advise on regulatory compliance, risk management, and governance issues arising during program implementation
• Provide ad hoc legal advice to Hive Colab management related to fellowship delivery

• Demonstrated understanding of venture structuring, corporate governance, and commercial contracting
• Ability to deliver practical, startup-friendly legal guidance
• Strong communication skills

• Registered and licensed legal practice in Uganda
• Proven experience supporting startups, SMEs, or investment transactions
• Experience supporting donor-funded programs or fellowships is an added advantage
• Ability to work with early-stage founders