by Undo Capital
December 15, 2025

What Is a Term Sheet?

A term sheet is a non-binding document that outlines the key terms, valuation and investment structure agreed between a startup and an investor before final contracts are drafted.

Term Sheet Meaning

The term sheet’s meaning centres on setting the framework for a funding deal. To define a term sheet in practice, it summarises crucial points such as valuation, investment amount, share class, board rights, investor protections, option pool size and any conditions precedent. Although not legally binding on most commercial terms, it guides lawyers in preparing the subscription and shareholders’ agreements. A clear term sheet definition is vital because it establishes expectations, prevents misunderstandings and accelerates negotiation. A term sheet stands for alignment, clarity and the foundation of a successful investment round.

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