term-sheet

A review of venture-capital or growth-equity term sheets, which are documents setting the main terms of an investment. It examines financial terms, control rights, unusual clauses, and negotiation points.

In plain words
What is it for?
Reviewing, drafting, or comparing investment offers; explaining terms to founders; preparing negotiations; and checking obligations after signing.
Why use it?
It makes the effects of complex investment provisions easier to compare and highlights terms that may favor one side or create concerns.

Command

Install

Getting it into your agent

One page per mod, every tool's command on it. A separate URL per tool would split the same page into five that compete with each other.

agentmods
npx agentmods add commands/brainbytes-dev/everything-claude-finance/term-sheet
Clone the repo
git clone --depth 1 https://github.com/brainbytes-dev/everything-claude-finance
Per session 6 Only the description is in the session, so the agent can decide to use it. The body loads when it is invoked.
When invoked 1,338 The whole file, excluding the scripts and references it only reads on demand.
Security scan A 0 findings. Scan, not verified.
Origin original No closer match found in the catalogue.
Token cost

What it costs to keep this loaded

Counted locally with the o200k_base tokenizer, which is exact for GPT models; Claude uses its own tokenizer and its counts differ. Treat this as one consistent yardstick across the catalogue rather than a bill. Prices are per million input tokens.

ModelPer sessionOnce invoked
Fable 5 $0.00006 $0.01338
Opus 5 $0.00003 $0.00669
Sonnet 5 $0.00001 $0.00268
Haiku 4.5 $0.00001 $0.00134

Measured 2d ago against content hash d0d67bf5c541, method: parsed. Prices are Anthropic first-party input rates as of 2026-08-30, from the pricing page.

Security

Grade A, and why

term-sheet scanned grade A with 0 findings against 26 rules in 11 categories — prompt injection, anti-refusal, data exfiltration, privilege escalation, supply chain, agent snooping, system-prompt leakage, SSRF and excessive agency — measured 2d ago.

A static scan of the body, not an audit. Every finding is printed with the line that produced it so you can judge whether it matters here. A mod is markdown that instructs an agent; that is exactly why what it instructs is worth reading.

Nothing flagged

None of the 26 patterns this scan looks for appear in this file: no shell pipes, no recursive deletes, no credential paths, no hidden text, no instruction-override or anti-refusal phrasing, no agent-config snooping. That is not a guarantee, it is the absence of the things that are checkable.

commands/term-sheet.md · 128 lines

How it starts

The opening of the file, as written. The whole thing — 128 lines — stays where its author put it; the contents beside it link to each section on GitHub.

/term-sheet — Analyze Term Sheet

What This Command Does

Performs a detailed analysis of venture capital or growth equity term sheets. Evaluates each provision for market-standard compliance, identifies founder-friendly vs. investor-friendly terms, flags unusual or aggressive clauses, and provides negotiation guidance from the selected perspective.

When to Use

  • Reviewing an incoming term sheet from an investor
  • Drafting a term sheet for a new investment
  • Comparing multiple term sheets from competing investors
  • Educating founders on term sheet implications
  • Preparing for term sheet negotiation
  • Post-signing term sheet compliance review

How It Works

  1. Provision Mapping: Categorizes all terms into economic (valuation, liquidation, anti-dilution) and control (board, voting, protective provisions) buckets
  2. Market Comparison: Benchmarks each provision against market standards for the stage and geography
  3. Impact Analysis: Models the financial and governance impact of each material provision
  4. Red Flag Detection: Identifies terms that are unusual, aggressive, or potentially problematic
  5. Negotiation Guide: Suggests negotiation positions and fallback alternatives for each flagged term

Example Usage

Input:

/term-sheet stage:series-a perspective:both jurisdiction:US-DE

Output:

# Term Sheet Analysis — Series A
## Perspective: Balanced (Founder + Investor) | Jurisdiction: Delaware

━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━
## Economic Terms Assessment
━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━

| Provision                | Term            | Market Std    | Assessment      |
|--------------------------|-----------------|---------------|-----------------|
| Pre-money valuation      | $12M            | $10–15M       | ✓ Market        |
| Investment amount        | $4M             | $3–6M         | ✓ Market        |
| Liquidation preference   | 1x non-part.    | 1x non-part.  | ✓ Market        |
| Dividends                | 8% non-cumul.   | 6-8% non-cum. | ✓ Market        |
| Anti-dilution            | Broad WA        | Broad WA      | ✓ Market        |
| Pay-to-play              | None            | Uncommon at A  | ✓ Market        |
| Option pool              | 15% post-money  | 10-15%        | ⚠ High end      |

### Economic Deep-Dive

**Liquidation Preference: 1x Non-Participating** ✓
- Founder view: Best-case scenario. Investor chooses preference OR conversion.
- Investor view: Standard. Provides downside protection without capping upside.
- Impact: At 3x exit, investor converts to common (better than 1x return).

**Option Pool: 15% Post-Money** ⚠
- Founder view: Pre-money option pool shuffle effectively reduces valuation.
  15% post = $2.4M carved from founders' value. Negotiate down to 10-12%.
- Investor view: Ensures adequate equity for hiring plan without near-term dilution.
- Effective pre-money: $12M stated, but ~$10.2M after pool creation.

━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━
## Control Terms Assessment
━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━

| Provision                | Term             | Market Std    | Assessment      |
|--------------------------|------------------|---------------|-----------------|
| Board composition        | 2 founders, 1 inv, 1 ind | 2/1/1  | ✓ Market        |
| Protective provisions    | Standard list    | Standard      | ✓ Market        |
| Drag-along               | Majority pref + common | Standard | ✓ Market       |
| Information rights       | Monthly + quarterly | Standard   | ✓ Market        |
| Pro-rata rights          | Major investors  | Standard      | ✓ Market        |
| ROFR on secondary        | Company + investor | Standard   | ✓ Market        |
| Founder vesting          | 4yr/1yr cliff, reset | Negotiable | 🔴 Aggressive   |
| No-shop                  | 45 days          | 30-45 days    | ⚠ High end      |

### Control Deep-Dive

**Founder Vesting Reset** 🔴
- Founder view: CRITICAL — vesting reset means founders restart 4-year
  vesting from scratch. Prior vesting is lost. Strong pushback warranted.
  Counter: Credit time served, start from current vested position.
- Investor view: Ensures founder commitment post-investment.
- Recommendation: Compromise — credit 50% of time served, or use
  acceleration triggers on change of control.

**No-Shop: 45 Days** ⚠
- Founder view: 30 days is more standard. 45 days limits negotiation leverage.
- Investor view: Adequate time for due diligence.
- Recommendation: Accept if due diligence is genuinely complex; otherwise push to 30.

━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━
## Negotiation Priorities
━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━

| Priority | Issue              | Ask                          | Fallback        |
|----------|--------------------|------------------------------|-----------------|
| 1        | Founder vesting    | Credit all time served       | Credit 50%      |
| 2        | Option pool size   | Reduce to 10% post-money     | 12% post-money  |
| 3        | No-shop period     | Reduce to 30 days            | 35 days         |
| 4        | Acceleration       | Add double-trigger accel.    | Single trigger   |

### Overall Assessment: FAVORABLE with one critical issue (vesting reset).
Resolve vesting before signing. All other terms are market-standard.

Read the full file on GitHub · 128 lines

Changes

What this file has done since we first saw it

Hashed on every crawl. A supply-chain change to an agent config is a question of when, not whether, so the history is kept rather than the latest state alone.

  1. 2d ago First seen · 128 lines · 6 tokens per session scan A d0d67bf5c541

Subscribe to this mod's changes

term-sheet is a command published in the GitHub repository brainbytes-dev/everything-claude-finance (5 stars, last pushed 5mo ago), licensed MIT. It adds 6 tokens to every session and 1,338 once invoked, about $0.0000 per session on Opus 5. A static security scan graded it A with 0 findings. No closer match exists in the catalogue, so it is treated as the original; first seen 2026-08-31.