Term sheet template (priced round)
A founder-friendly term sheet for a priced seed or Series A round. Non-binding except for confidentiality + exclusivity. Not legal advice — have your lawyer (and your investor’s) draft definitive documents.
{{org_name}}
Summary of Principal Terms — {{round_name}} Financing
This Summary of Principal Terms (the “Term Sheet”) outlines the general terms upon which {{lead_inv}} (the “Lead Investor”) and other investors (collectively, the “Investors”) propose to invest in {{org_name}}, a {{org_state}} corporation (the “Company”).
This Term Sheet is non-binding except for the Exclusivity and Confidentiality provisions.
| Issuer | {{org_name}} |
| Security | {{share_class}} |
| Aggregate amount | {{raise}} |
| Pre-money valuation | {{pre_money}} |
| Option pool | {{pool}} (created or topped-up pre-money so as to be {{pool}} on a fully-diluted post-money basis) |
| Lead investor | {{lead_inv}} — {{lead_amount}} |
| Minimum investment | {{min_inv}} |
| Liquidation preference | {{liq_pref}} |
| Dividends | {{dividends}} |
| Anti-dilution | {{anti_dilution}} |
| Pro-rata rights | {{pro_rata}} |
| Board | {{board}} |
| Protective provisions | {{protect}} |
| Founder vesting | {{vesting}} |
| Acceleration | {{acceleration}} |
| Exclusivity | {{exclusivity}} from signing of this Term Sheet. |
| Closing | {{closing_date:date}} |
Information Rights. Major investors will receive customary quarterly and annual information rights, including financial statements and a board observer seat where applicable.
Right of First Refusal & Co-Sale. Investors shall have a customary right of first refusal and co-sale on founder share transfers.
Conditions Precedent. Customary closing conditions, including legal due diligence, satisfactory background checks, founder IP assignment, and execution of definitive documents.
Legal Fees. The Company shall pay the reasonable legal fees of the Lead Investor, capped at [INSERT CAP], payable at closing.
Confidentiality. The Company and its founders shall not disclose the existence or terms of this Term Sheet without the prior written consent of the Lead Investor, except to their attorneys and accountants on a need-to-know basis.
Agreed and accepted:
COMPANY: {{org_name}}
LEAD INVESTOR: {{lead_inv}}