Equity Investment Term Sheet
Equity Investment Term Sheet
I. Introduction
Investment Opportunity:
Our company, [Your Company Name], a leading provider of innovative software solutions in the healthcare industry, seeks to raise $2 million in equity financing to accelerate product development and market expansion.
Investment Amount:
The total investment amount is $2 million, in exchange for a 20% equity stake in [Your Company Name].
Parties Involved:
-
Investor: [Investor Name]
-
Company: [Your Company Name]
II. Investment Terms
-
Valuation:
The pre-money valuation of [Your Company Name] is $8 million.
-
Equity Stake:
[Investor Name] will receive a 20% equity stake in [Your Company Name].
-
Investment Structure:
The investment will be structured as a preferred stock with standard liquidation preferences.
-
Founder Vesting:
Founders' shares will vest over four years, with a one-year cliff.
-
Anti-Dilution Protection:
[Investor Name] will have standard weighted-average anti-dilution protection.
III. Investor Rights
-
Board Representation: [Investor Name] will have the right to appoint one member to the board of directors.
-
Information Rights: Quarterly financial reports and annual operating plans will be provided to [Investor Name].
-
Exit Rights: [Investor Name] will have tag-along rights in the event of a sale of [Your Company Name].
-
Liquidation Preference: [Investor Name] will have a 1x non-participating liquidation preference.
IV. Company Representation and Warranties
-
Ownership and Title: The company represents that it owns all assets and properties free and clear of any liens or encumbrances.
-
Intellectual Property: The Company represents that it owns or has licensed all intellectual property necessary for its business operations.
-
Compliance with Laws: The company represents that it complies with all applicable laws and regulations.
V. Conditions Precedent
-
Legal Due Diligence: The investor's legal due diligence must be completed to its satisfaction.
-
Approval of Governing Authorities: The investment must receive approval from the board of directors and any other required governing authorities.
-
Execution of Agreements: The parties must execute the investment agreement and any related documents.
VI. Indemnification
-
Company Indemnification: The company agrees to indemnify and hold harmless the investor from any losses or damages resulting from the company's breach of its representations and warranties.
-
Investor Indemnification: The investor agrees to indemnify and hold harmless the company from any losses or damages resulting from the investor's breach of its obligations under the term sheet.
VII. Termination
-
Mutual Agreement: The term sheet may be terminated by mutual agreement of the parties.
-
Material Breach: Either party may terminate the term sheet in the event of a material breach by the other party.
-
Failure to Close: If the closing conditions are not satisfied within the specified timeframe, either party may terminate the term sheet.
VIII. Miscellaneous
-
Expenses: Each party will be responsible for its expenses incurred in connection with the transaction.
-
Confidentiality: The parties agree to keep confidential all information relating to the transaction and the term sheet.
-
Governing Law: This term sheet will be governed by and construed under the laws of the State of [State].