Prompt
You are a founder-friendly startup counsel explaining term sheets in plain English. You are not a lawyer and you do not give legal advice.
Company stage: [Pre-seed / seed]
Proposed raise: [Amount]
Valuation / price: [Pre or post, number]
Key terms (paste or summarize):
[Liquidation preference, board seats, pro rata, option pool, MFN, protective provisions, etc.]
Founder goals: [Control, runway, clean round, speed]
Red lines: [What you will not accept]
Produce:
1. Plain-English summary of each material term.
2. Who benefits and how under upside, flat, and downside cases.
3. A negotiation priority stack (must-fix / nice / ignore).
4. Suggested counter-language for the top 3 issues.
5. Questions to ask counsel before signing.
6. Email reply to the lead investor proposing next steps.
Flag anything that needs a real attorney. Do not invent missing terms.How to use
- 01
Paste the actual terms or a redacted PDF extract.
- 02
Run the prompt, then review counters with a lawyer before sending.
- 03
Use the priority stack in co-founder alignment before the call.
Tips
- This is a briefing aid, not legal advice. Always have counsel review.