Term sheet red-flag checklist
The terms worth stopping on, as a list to run before you sign anything.
Checklist
SAFEs and terms · Spreadsheet
Every SAFE on your cap table in one place: cap, discount, amount, and what each converts into.
Once there is more than one SAFE, the terms stop being memorable and start being a research project you run every time somebody asks. This is the ledger that prevents that: one row per instrument, with the cap type recorded rather than assumed.
The second tab is the part founders skip. A cap can be pre-money or post-money, a discount can interact with it in more than one way, and the legal document may define the capitalization pool differently from your spreadsheet. Those questions have answers; they just are not in the ledger.
Spreadsheet
SAFE ledger
Every SAFE and note signed to date. The implied-ownership column is a rough read for post-money caps only, before any new round money.
Cap definitions
The questions the ledger cannot answer, with room for the document section that settles each one. The exact conversion language controls the result.
One step left
The template is ready. Add your email to open it, and you will also get The Raise Memo — a note for founders raising capital.
How to use it
Keep the ledger dated and rerun the model whenever the financing plan changes, rather than relying on the ownership estimate you calculated the first time. A cap is one term inside a financing decision, not a substitute for a full ownership and runway plan.
Where this comes from
Take it with you
The terms worth stopping on, as a list to run before you sign anything.
Checklist
The terms you will be asked to agree to, each in one sentence of plain English.
Copyable template
Work through which instrument fits your round, and write down why, before the conversation with counsel.
Copyable template
From the publication
A note for founders raising capital—what investors notice, how conviction gets built, and what to do next.
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