Term Paper of Venture Capital

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Strictly private and confidential Not to be disclosed or distributed to third parties Draft ● Indicative Term Sheet [For use on Series A round] We are pleased to present our proposal for an investment in ● (the "Company"). Investment 1 You have told us that the proposed business plan calls for an equity injection of £● . Of this amount, funds managed by us (the "Funds") will provide £● alongside investment by other venture capital funds or financial institutions (together the "Investors"). We will act as lead equity investor. 2 The investment will be at a fully diluted pre-money valuation of £● , including employee share options (both granted or committed) equal to ●% of the fully diluted equity. The…show more content…
6 [Appendix 7 sets out the performance milestones which must be satisfied within the periods stated before the Second Tranche can be called.] [Good leaver/bad leaver provisions Ordinary Shares in the Company (the "Ordinary Shares") held by [INSERT NAMES OF FOUNDERS] (the "Founders") [and [INSERT NAMES OF RELEVANT EMPLOYEES]] will be subject to [vesting rights] [and good leaver/bad leaver provisions] as summarised in Appendix 3.] Terms of investment 1 The Company and the [INSERT NAMES OF RELEVANT MANAGERS] (the "Managers") will provide the Investors with customary representations and warranties examples of which are set out in Appendix 4 and the Managers will provide the Investors with customary non-competition, non-solicitation and confidentiality undertakings. 2 The Board will have a maximum of ● directors. [For so long as the Investors hold ●% of the issued share capital of the Company on an as converted basis] the Investors will have the right to appoint [one] director (the "Investor Director"). The composition of the Board on completion will be ●. There will be a minimum of ● board meetings each year. 3 The Investors' or the Investor Director's consent will be required for certain key decisions, examples of which are set out in Appendix 5. 4 The Managers and the Company will undertake certain matters to the Investors, examples of which are set out in Appendix 8. 5 [The Investors will also have at all
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