Finance & Investment
Venture Capital Term Sheet (Priced Round)
A comprehensive term sheet for a priced venture capital equity financing round, covering valuation, liquidation preferences, anti-dilution, board composition, information rights, and investor protections.
About this template
The Venture Capital Term Sheet (Priced Round) is a ready-to-use finance & investment template you can send for signature in minutes. It is written for 2 signers (company and investor) and, by default, expires 30 days after it is sent if left unsigned. It covers venture capital, term sheet, equity financing, startup. Like every Abundera Sign template it is a convenience draft structured for ESIGN Act and UETA compliance, not a substitute for legal advice. Each signed copy is sealed with PAdES-LTA digital signatures, dual RFC 3161 timestamps, and a tamper-evident evidence package in WORM storage.
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# Venture Capital Term Sheet (Priced Round) **STRICTLY CONFIDENTIAL — NOT A BINDING COMMITMENT** This Term Sheet (this "Term Sheet") summarizes the principal terms of a proposed equity financing of ___________ (the "Company"). This Term Sheet is non-binding except for the provisions of Sections 9 (No-Shop) and 10 (Confidentiality), which are binding on the Parties. This Term Sheet does not constitute a commitment by any investor to invest, and the proposed financing is subject to the conditions set forth herein, including completion of due diligence and execution of definitive legal documents. --- ## 1. TERMS OF THE ROUND (NON-BINDING) ### 1.1 Type of Security Series ___________ Preferred Stock (the "Preferred Stock"). ### 1.2 Amount of Financing The Company is seeking to raise ___________ (the "Financing"), which may be increased to ___________ at the Company's discretion with investor consent. ### 1.3 Pre-Money Valuation The pre-money valuation of the Company is ___________ (the "Pre-Money Valuation"), resulting in a post-money valuation of approximately ___________ (the "Post-Money Valuation"), assuming the full Financing is raised. ### 1.4 Price Per Share The price per share of Preferred Stock (the "Original Issue Price") shall be ___________ per share, based on the Pre-Money Valuation divided by the fully-diluted capitalization of the Company (including all outstanding shares, options, warrants, convertible instruments, and the post-Closing option pool described in Section 1.6). ### 1.5 Capitalization The fully-diluted capitalization of the Company immediately prior to the Closing, on a pre-financing basis, is set forth on the capitalization table attached as Exhibit A. Exhibit A shall be updated and confirmed as a condition to closing. ### 1.6 Option Pool Prior to the Closing, the Company shall expand (or create) an employee stock option pool such that the unallocated pool equals at least ___________% of the post-Closing fully-diluted capitalization of the Company (the "Option Pool"). The Option Pool shall be included in the pre-money capitalization for purposes of calculating the Original Issue Price. ### 1.7 Lead Investor ___________ (the "Lead Investor"), investing ___________. ### 1.8 Use of Proceeds
Fields (60)
company legal name
text · required
series designation
select · required
total raise
currency · required
financing overallotment
currency · required
pre money valuation
currency · required
post money valuation
currency · required
price per share
currency · required
option pool percentage
number · required
lead investor name
text · required
lead investor amount
currency · required
use of proceeds
textarea · required
dividend rate
number · required
dividend compounding
select · required
liquidation preference multiple
select · required
participation cap multiple
select · required
ipo price threshold multiple
select · required
ipo proceeds threshold
currency · required
conversion threshold
select · required
anti dilution type
select · required
preferred board seats
select · required
protective vote threshold
select · required
debt approval threshold
currency · required
redemption vote threshold
select · required
redemption years
select · required
information rights threshold
number · required
monthly financials days
select · required
quarterly reports days
select · required
annual audit days
select · required
budget days
select · required
demand lock up years
select · required
demand count
select · required
total board seats
select · required
preferred board seats
select · required
initial investor directors
text · required
common board seats
select · required
initial common directors
text · required
independent board seats
select · required
initial independent directors
text · required
drag along threshold
select · required
drag along common threshold
select · required
lockup period
select · required
founder vesting schedule
textarea · required
employee noncompete term
select · required
option pool percentage
number · required
target closing date
date · required
expense reimbursement cap
currency · required
no shop days
select · required
confidentiality term
select · required
governing law state
select · required
governing venue
text · required
governing law state
select · required
expiration date
date · required
company signatory name
text · required
company signatory title
text · required
company legal name
text · required
company notice address
textarea · required
investor signatory name
text · required
investor signatory title
text · required
investor fund name
text · required
investor notice address
textarea · required
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