1. Overview
2. Nature of a Term Sheet and Summary of Offering Terms
3. Dividends
4. Liquidation Preference
5. Voting Rights and Protective Provisions
6. Conversion and Anti-dilution
7. Pay-to-Play
8. Redemption Rights
9. Stock Purchase Agreement
10. Registration Rights
11. Management Rights and Investor Director Approval
12. Right to Maintain Proportionate Ownership (a/k/a Preemptive Rights)
13. Misc. Investor Protective Provisions
14. Right of First Refusal, Right of Co-Sale and Lock-up
15. Election of the Board of Directors
16. Drag Along
17. Vesting of Founders’ Stock
18. No Shop and Confidentiality
19. Key Takeaways and Other Resources
