Private preview. Groundwork is invite-only while we finish building — join the waitlist for an invite.
LegalOngoingDecision

Term Sheet & Financing Terms Prep

Break down a term sheet's actual terms — valuation, pro-rata rights, board seats, protective provisions — before you sign anything, so you know what you're giving up and what's negotiable.

Created by the Groundwork teamGCreated by the Groundwork team

What you walk away with

A made decision — plus a shareable summary capturing what you chose, the reasoning behind it, what you ruled out, and what would make you revisit it. There's no document to build here: the thinking is the deliverable.

12 steps in the full journey.

The first 10 questions

This is where the conversation starts. Each answer shapes what gets asked next.

  1. 01What round is this — seed, seed extension, bridge, Series A — and do you already have a term sheet in hand or are you preparing for one?
  2. 02Who's the investor (or investors), and is this a priced round or a SAFE/convertible note?
  3. 03Have you already worked through Investor Update or Pitch Preparation for this raise, or is this the first document in the process?
  4. 04What's the proposed valuation (cap, discount, or priced round valuation), and how does that compare to your last round or your own expectations?
  5. 05How much dilution does this round represent, and what does your cap table look like after it closes?
  6. 06What control terms are being asked for — board seats, protective provisions, information rights — and which of those actually concern you?
  7. 07What's the single term in this deal you understand the least right now?
  8. 08Beyond the board — what investor-protective terms are in the deal (pro-rata rights, MFN clauses), and are they standard for this check size?
  9. 09What do the economic terms actually cost you — liquidation preference (participating or not, and what multiple) and any option-pool top-up (pre- or post-money)?
  10. 10If you signed this exactly as-is, what's the term you'd most regret not pushing back on?

+ 2 more questions across discovery, validation, and the creative brief — each one adapting to what you've already said.

Related legal project types

Ready to work through it?

The first five questions of any project are free — no card required.

Join the waitlist →
Term Sheet & Financing Terms Prep | Groundwork