If your vesting agreement is as ironclad as you say then what the heck are we even talking about? Just finalise his paperwork according to the terms. Just because he says he doesn't want to accept that outcome means nothing if you have such ironclad paperwork in place.
Which leads to the second question - if your paperwork is ironclad, why are the lawyers talking about a court battle? Does not make sense. Either the lawyers are right and you do not have an ironclad agreement in place, or the lawyers are wrong and you should ask them why they have not brought it to your attention that this is fully covered by the agreement.
Also all disputes have a time profile. What is the time profile here? Does it NEED to be resolved quickly? Or can it be drawn out for a long time, to your advantage? Or should it be resolved quickly, to your advantage?
Don't forget that if this person says what they actually want to finalise, and you agree, or if you put a finalisation offer to them, put a relatively short time limit on it.
AND if this cofounder is smart then he will know that you are trying to raise money and that raising money can't be done whilst there is a legal dispute outstanding. This puts you in a risky position. If they choose to stall then you could be in dispute for a long time. You need an absolute plan to resolve this quickly and if that means shutting down and restarting with a new company structure and freshly built cleanroom software now that you have proven the concept then you should consider doing this sooner rather than later.
And its worth remembering that you are not good and he is not evil. You are equally responsible for creating this situation so take responsibility when you resolve it.
Which leads to the second question - if your paperwork is ironclad, why are the lawyers talking about a court battle? Does not make sense. Either the lawyers are right and you do not have an ironclad agreement in place, or the lawyers are wrong and you should ask them why they have not brought it to your attention that this is fully covered by the agreement.
Also all disputes have a time profile. What is the time profile here? Does it NEED to be resolved quickly? Or can it be drawn out for a long time, to your advantage? Or should it be resolved quickly, to your advantage?
Don't forget that if this person says what they actually want to finalise, and you agree, or if you put a finalisation offer to them, put a relatively short time limit on it.
AND if this cofounder is smart then he will know that you are trying to raise money and that raising money can't be done whilst there is a legal dispute outstanding. This puts you in a risky position. If they choose to stall then you could be in dispute for a long time. You need an absolute plan to resolve this quickly and if that means shutting down and restarting with a new company structure and freshly built cleanroom software now that you have proven the concept then you should consider doing this sooner rather than later.
And its worth remembering that you are not good and he is not evil. You are equally responsible for creating this situation so take responsibility when you resolve it.