Partnership Tim Culpepper × 9Bit Studios

The partnership, in full.

Tim Culpepper joins 9Bit Studios LLC as Chief Intelligence Officer and a 20% founding member. Tim Culpepper retains full ownership of Dewdrop and licenses the title to 9Bit Studios for publishing. This page documents how the relationship is structured.

The two relationships

Member of the studio · Owner of the IP

Tim wears two hats simultaneously, and the partnership is designed to keep them clean and independent.

As member

Tim · 9Bit Studios LLC

  • 20% equity, vesting over 24–36 months with 6-month cliff
  • Title: Chief Intelligence Officer
  • 10–15 hours/week strategic engagement
  • Receives equity slice of every member product's platform fee
  • Voting rights per the Operating Agreement
  • Access to Oksana platform, design system, brand channels
As IP owner

Tim Culpepper

  • 100% ownership of Dewdrop, PillDrop, FeedDrop IP
  • Licenses Dewdrop to 9Bit Studios for publishing
  • Receives 75% of net Dewdrop revenue as licensor
  • License is terminable and revertible — IP returns on exit
  • Free to publish other titles outside the studio if desired
  • Transitioning from TX sole prop to UK private limited company

Why the separation matters: if the studio relationship ever ends, Tim retains his business and Dewdrop in full. If Tim pivots away from Dewdrop, Tim's 9Bit Studios membership is unaffected. Neither side can hold the other hostage to a single deliverable.

Vesting schedule

Equity vests over time, with a 6-month cliff

Tim's 20% equity grant vests over 24–36 months from the LLC formation date, with a 6-month cliff. Penny's 55% is fully vested at formation (representing 18 months of pre-formation sweat equity). Arthur's 25% follows the same vesting structure as Tim's, beginning when Arthur formally joins.

Linear monthly vesting after the cliff. If Tim departs before the cliff, all unvested equity returns to the LLC. After the cliff, vested shares are retained regardless of departure reason.

IP license scope

What the license grants — and what it doesn't

✓ Granted to 9Bit Studios

  • Right to publish Dewdrop on the App Store under the 9Bit Studios developer account
  • Right to market and distribute the title through studio channels
  • Right to use the Dewdrop name and brand assets for marketing
  • Right to integrate Dewdrop with the Oksana intelligence platform
  • Co-marketing rights with other 9Bit Studios titles

✗ Retained by Tim Culpepper

  • Underlying IP, source code, design system specific to Dewdrop
  • Right to terminate the license (with notice period)
  • Right to publish derivative works (PillDrop, FeedDrop) on same terms
  • Right to publish unrelated titles outside the studio
  • All trademarks, brand IP, and customer relationships

Operational arrangement

How the day-to-day works

Apple Developer Account

Dewdrop publishes under the 9Bit Studios LLC organization account. The App Store listing shows "9Bit Studios" as developer; "Tim Culpepper" attribution appears in the app description and on getdewdrop.com.

Domains

getdewdrop.com stays Tim-owned for user-facing marketing. dewdropapp.io recommended for legal/privacy/support URLs (App Store-stable). dewdrop.9bitstudios.io is this business hub.

Brand co-marketing

Studio channels (9bitstudios.io, LinkedIn, Instagram) actively promote Dewdrop. Tim Culpepper retains his own brand presence and can cross-promote PillDrop / FeedDrop independently.

Exit provisions

What happens if the partnership ends

Either party may terminate the publishing license with reasonable notice (typically 120 days). On termination:

  • Dewdrop returns to Tim Culpepper in full — source, brand, customer list, all derivative IP. 9Bit Studios retains no residual claim on the title.
  • Vested equity stays with Tim — all 9Bit Studios shares vested as of the termination date are retained.
  • Unvested equity reverts to the LLC — any shares not yet vested at the termination date return to the studio for redistribution.
  • Cooperation period — both parties commit to a clean transition: App Store account migration, customer communication, refund handling, and brand asset transfer.

Governing documents

The agreements behind the partnership

Each numbered template is executed via DocuSign and stored in the secure member document vault. This page references them; it does not host the executed contracts themselves.

01
Operating Agreement
9Bit Studios LLC · governs membership, voting, distributions
Required
02
Dewdrop Service Agreement
Build engagement: $5,000 fee, scope, deliverables
In review
04
Dewdrop IP License Agreement
Tim Culpepper → 9Bit publishing license, 75/25 split
Drafting
05
Member Contribution Agreement
Records Tim's strategic intelligence contribution
Required
06
Vesting Schedule Addendum
24–36 month linear vesting, 6-month cliff
Required

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Action checklist → Fee schedule Publishing model