How to Prepare a Term Sheet Identify the Purpose of the Term Sheet Agreements. Briefly Summarize the Terms and Conditions. List the Offering Terms. Include Dividends, Liquidation Preference, and Provisions. Identify the Participation Rights. Create a Board of Directors. End with the Voting Agreement and Other Matters.
Term sheets are nonbinding, though they may often require an upfront good faith deposit or other evidence that both parties intend to carry out an executed full agreement.
Exclusivity - This is a standard condition that requires that you don't talk to other investors for a specific period after you sign the term sheet and while the investor is doing their due diligence. But be sure the time period isn't too long - 30-45 days is about right.
A "bad" term sheet could leave an entrepreneur without control of their company at the earliest stages of starting up, forcing them into losing major chunks of their equity, and even blowing up future deals with new investors.
Most term sheets have a No-Shop/confidentiality provision.
“Term sheets”, “letters of intent”, “memoranda of understanding” and “agreements in principle” may constitute an enforceable agreement if the writing includes all the essential terms of an agreement. This is so even if “the parties intended to negotiate a 'fuller agreement'”.
Although the term sheet itself is not typically legally binding, some term sheets contain certain legally binding provisions (for example, confidentiality or exclusivity).
CohnReznick's Beth Mullen looks at several important points in a deal term sheet. Credit delivery amount and timing. Guarantees. Reserves. Year 15 exit options. Implied costs for third-party reports.
How to Make a List of Target Investors Decide how much capital you need. You need to assess your immediate, short-term, and long-term growth needs. Research startups in your space. Research potential investors. Get an introduction. Stay organized. Learn from an expert.