term sheets & negotiation.
SAFEs vs priced rounds, valuation and dilution math, the clauses that matter (and the ones that don't), and how to negotiate without burning the relationship.
- 01what is a term sheet? a founder's guide to the document that decides everything14 min
A plain-English walkthrough of every clause in a typical seed and Series A term sheet — what's market, what's negotiable, and what to push back on.
#term-sheet#negotiation#valuation#safe - 02safe vs priced round: which should you raise?11 min
The clearest explanation of SAFEs, convertible notes, and priced equity rounds — what each actually means for your cap table, and which is right for your stage and round size.
#safe#priced-round#convertible-note#instrument - 03valuation and dilution explained: the math every founder should be able to do in their head11 min
Pre-money, post-money, dilution, option pool shuffles, and the founder math that decides what you actually own at exit. With worked examples.
#valuation#dilution#cap-table#founder-math - 04pro rata rights explained: when to grant them, when to refuse, and why they matter8 min
Pro rata rights let investors maintain their ownership in future rounds. Here's what they are, how they work, who deserves them, and the trap of granting them too widely.
#pro-rata#follow-on#cap-table#rights - 05liquidation preference explained: what 1x non-participating means and why it matters9 min
The clause that decides who gets paid first at exit, and how much. Standard in 2026 is 1x non-participating — here's what that means and what to do if you see anything else.
#liquidation-preference#exit#term-sheet#preferred - 06anti-dilution protection explained: broad-based weighted average vs full ratchet7 min
What anti-dilution protection actually does, why it's standard, and how to spot the version that quietly punishes founders in a down round.
#anti-dilution#down-round#term-sheet