Legal Docs

 

Europe

Raising funds for a new startup can seem like an overwhelming effort for a new entrepreneur largely due to the time, cost, and lack of transparency in the process. The fact that most entrepreneurs only go through this process a few times in their career adds to the challenge: after all, the investor usually knows what to expect.

When we first launched Seedsummit, we wanted to have a forum for active seed investors across EMEA to meet and get to know each other better. We were impressed by the 50+ investors who participated and actively debated and discussed issues important to them. A major To Do agreed on was to help investors and entrepreneurs across EMEA by providing guidelines on seed stage investment agreements. Today we are excited to announce that several of the investors across EMEA have agreed on just that.

After working closely with Index Seed, Kima Ventures, SeedcampEden Ventures, Point Nine Capital, Doughty Hanson Technology Ventures, Passion Capital, Nesta, Wellington Partners, 360 Capital, Henq, Earlybird, GIMV, Charlotte Street Capital, Estag Capital, ACT Venture Capital, Notion Capital, Samos InvestmentsNorthzone, ProFounders Capital, Octopus Ventures, Dumont Venture, ISAI, Yandex, Creandum, Bertelsmann Digital Media Investments, Venrex, and several Angels, we are proud to offer the set of suggested, reader-friendly, and standard financing guideline documents. We hope these documents help bring coherence to the fragmentation of the European market and provide founders with visibility and transparency on commonly (or not) used terms so that they may be able to make better decisions. By bringing the players to reach a common agreement for the benefit of the entrepreneur we hope to save founders time and money and to ensure that the limited funds they are raising are used for the most important thing: building product for their customers. Our group of partners are actively investing across UK, Germany, France, Israel, Ireland, Scandinavia amongst many others, but we would love to have many more partners globally join our initiative.

There are two documents available below; the General version and the Angel investment version variant which should be practical both for entrepreneurs to get acquainted with typically used standard terms, and for investors and other players in the ecosystem to utilise for fast, fair, transparent and affordable funding rounds. The terms and documents in both versions have been validated by Europe’s most active seed investors and include all major commonly used terms found in a term sheet. While the documents provide many of the terms that are typically found within financing rounds, the eventual users of these documents ultimately decide which terms to include or not include. The origin of the initiative was inspired by the Series Seed docs of the USA.

The documents are meant to serve a common goal for the community: making seed funding easier to access, better to understand, and fair for all parties. We are looking forward to them being used, adapted, and spread. Likewise, please keep us up to date on what you think about them, when you use them and how they helped you take your companies forward.

The first document below is the General Seedsummit term sheet, typical for institutional investors. The second is the Angel Seedsummit version, typically used for smaller rounds, for Angels, and within the UK, for those seeking EIS tax relief. Both of these are written for use within England, but can be the basis for modification for use in your location. Please read the usage notes below the docs.

[Items between brackets within the documents are optional and are there to provide transparency on available options]

The documents were prepared by Tina Baker of JAGShaw Baker.

BEFORE DOWNLOADING THESE DOCUMENTS PLEASE READ THE DISCLAIMER BELOW:

JAGShaw Baker is a specialist corporate law firm serving entrepreneurs, companies and investors in high-growth industries.

Brown Rudnick LLP is an international law firm with offices in the United States and Europe working with emerging technology businesses and investors.

SeedSummit, JAGShaw Baker and Brown Rudnick LLP expressly disclaim any and all responsibility and/or liability for any loss or damage whatsoever arising out of or in connection with acts or matters done or omitted to be done in reliance upon any document, information or opinion contained on this website. The documents, information and opinions on this website have been prepared for general informational purposes only, may not reflect the most current market and legal developments and may not address all relevant business or legal issues; accordingly, such information is not promised or guaranteed to be correct or complete. Further, the documents, information and opinions on this website do not, nor are they intended to (a) constitute legal advice, (b) create an attorney-client relationship or (c) be advertising or a solicitation of any type. You should not rely upon any documents, information and opinions on this website for any purpose without seeking legal advice from licensed attorneys in the relevant jurisdiction as each situation is highly fact specific and requires a knowledge of relevant laws. Certain parts of this site link to external internet sites, and other external internet sites may link to this website. Neither SeedSummit, JAGShaw Baker, nor Brown Rudnick LLP is responsible for the content of any external internet sites.

Download Documents (the Following below are just for reference)

The latest version of the Seedsummit Docs (V2) for the UK can be found here:

http://seedsummit.org/blog/seedsummit-termsheet-v2-0/

For archive purposes, below are V1 of the UK Docs:

Seedsummit General Investments Term Sheet V1
version notes:
  • *Typically used by Institutional Investors (VCs)*
  • * [Items between brackets are optional and are there to provide transparency on available options]*
Seedsummit Angel Investments Term Sheet V1
version notes:
  • * Typically used for smaller rounds, Angel investors, and EIS tax relief  (see 3rd bullet for details)*
  • * [Items between brackets are optional and are there to provide transparency on available options]*
  • * UK only: Please remove the ‘Priority Payment on Exit’ clause in the case of the sole and Lead investor is capable of seeking EIS tax relief.*


—- Additional Versions for other countries can be found Below (slowly updating to version 2 with time)—-

 

Seedsummit General Investments Germany Term Sheet V1

Special thanks to Osborne Clarke and Christian Musfeldt for helping with the translation of the document from English Law to German Law.

version notes:

  • *In Germany typically used by Institutional Investors (VCs) and Angels*
  • * [Items between brackets are optional and are there to provide transparency on available options]*

Seedsummit General Investments Ireland Term Sheet V1

Special thanks to Maples & Calder with the translation of the document from English Law to Irish Law.

version notes:

  • *Typically used by Institutional Investors (VCs)*
  • * [Items between brackets are optional and are there to provide transparency on available options]*

Seedsummit Angel Investments Ireland Term Sheet V1

Special thanks to Maples & Calder with the translation of the document from English Law to Irish Law.

version notes:

  • *Typically used for smaller rounds, Angel investors*
  • * [Items between brackets are optional and are there to provide transparency on available options]*

Seedsummit General Investments France Term Sheet V1

Special thanks to D’Alverny Demont & Associés with the translation of the document from English Law to French Law.

version notes:

  • *Typically used by Institutional Investors (VCs)*
  • * [Items between brackets are optional and are there to provide transparency on available options]*

Seedsummit Angel Investments France Term Sheet V1

Special thanks to Taylor Wessing with the translation of the document from English Law to French Law.

version notes:

  • * Typically used for smaller rounds, Angel investors*
  • * [Items between brackets are optional and are there to provide transparency on available options]*

—- Other Documents —-

Additional Seedsummit Legal Doc Templates via Firelex

 

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Creative Commons License

SeedSummit Term Sheets by SeedSummit.org are licensed under a Creative Commons Attribution-NonCommercial 3.0 Unported License.

Image on post credit: Europe by roger g1, on Flickr

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