South Dakota Term Sheet — Series Seed Preferred Share for Company A South Dakota Term Sheet — Series Seed Preferred Share for Company is a legal document that outlines the key terms and conditions of an investment made by an investor in a company based in South Dakota. This type of preferred share involves the issuance of shares to the investor, granting them certain rights and privileges over common shareholders. The term sheet serves as a preliminary agreement, setting out the basic terms of the investment before the more detailed legal documents, such as the Stock Purchase Agreement or Subscription Agreement, are drafted. It acts as a roadmap for negotiations between the company and the investor, allowing both parties to understand and agree upon the key elements of the investment. Some crucial provisions typically found in a South Dakota Term Sheet — Series Seed Preferred Share for Company include: 1. Share Class and Voting Rights: The term sheet specifies that the investor will receive preferred shares, which usually hold a higher level of control and decision-making power than common stockholders. These preferred shares often carry multiple votes per share, allowing the investor to have a say in important company matters. 2. Liquidation Preference: This provision outlines the priority of payment to the investor in the event of liquidation or sale of the company. Preferred shareholders are usually entitled to receive their investment amount back before common shareholders, providing them with a higher level of protection. 3. Conversion Rights: The term sheet will detail the conditions under which the preferred shares can be converted into common shares. This conversion typically happens in a subsequent financing round or during an exit event like an initial public offering (IPO) or acquisition. 4. Anti-Dilution Protection: This provision safeguards the investor from dilution of their ownership stake when the company issues new shares at a lower price than the initial investment. This protection ensures that the investor's percentage ownership remains intact. 5. Dividend Rights: The term sheet will specify whether the preferred shares carry the right to receive dividend payments before any distributions are made to common shareholders. If dividends are payable, the rate or formula for calculating them will be outlined. While the term sheet's content may vary depending on the specific circumstances and negotiations, it essentially serves as a point of reference for both the company and the investor to begin discussions. It lays the groundwork for the legal agreements that will be used to formalize the investment. It's important to note that there may be various types of South Dakota Term Sheet — Series Seed Preferred Share for Company, customized to meet the unique needs and preferences of different investors and companies. However, the key elements discussed above are commonly included in such term sheets.