Cofounder and equity term sheet

This term sheet records proposed commercial points only. It does not create an obligation to invest, issue or transfer securities, appoint a director, employ anyone or complete a transaction. No section is intended to be binding until incorporated into an appropriate separately signed definitive instrument. Existing confidentiality or engagement obligations continue under their own terms.

Issuing company, registration number, jurisdiction and registered address: [COMPANY_DETAILS]. Founder or proposed recipient, address and tax residence: [RECIPIENT_DETAILS]. Existing shareholders and authorized negotiators: [PARTIES_AND_AUTHORITY]. If no company yet exists, identify the planned incorporation and make any grant subject to lawful incorporation and approvals; a venture name cannot issue shares.

Proposed instrument: [SHARES_OPTIONS_OR_OTHER_INSTRUMENT]. Class, rights and number of units: [CLASS_RIGHTS_UNITS]. Current issued, outstanding and fully diluted capitalization, existing options, convertibles and reserved pool: [CAPITALIZATION_SCHEDULE]. State whether any quoted percentage uses issued or fully diluted units, its measurement date and treatment of future dilution.

Subscription or exercise price, consideration, payment date and tax treatment: [CONSIDERATION_AND_TAX]. Required board, shareholder, regulatory or third-party approvals: [APPROVALS]. Check authorized capital, pre-emption, shareholder restrictions and issuance formalities. No platform allocation limit proves that a company has authority or capacity to issue the proposed instrument.

Cofounder responsibilities, expected involvement, decision authority and reporting: [ROLE_AND_AUTHORITY]. Board appointment, voting rights, reserved matters and deadlock process: [GOVERNANCE]. The title cofounder does not itself confer director, employee, shareholder or agency authority.

Identify the existing commercial engagement and whether it continues, changes or ends: [ENGAGEMENT_CONTINUATION]. Specify cash fees, commission, salary, benefits, expenses and effective dates independently of equity. The current platform cofounder continuation removes the original fixed expiry and continues original cash compensation until a new written agreement or departure; reconcile the definitive document and recorded terms explicitly if another result is intended.

Vesting commencement with timezone: [VESTING_START]. Total period, cliff and cadence: [VESTING_SCHEDULE]. State treatment of leave, part-time service, incapacity, death, change of role, termination notice and any agreed acceleration. A 48-month schedule with a 12-month cliff is a discussion starting point, not a legal requirement or an automatic award.

Specify what vests: shares, an option or another right, and what steps are required to exercise or issue it. Identify who certifies satisfaction and how disputes are handled. Counterpart's current calculation uses whole-month anniversaries and a cliff and stops future service accrual at recorded departure. If the signed instrument uses different conditions, record the discrepancy and obtain a manual reconciliation; the displayed number must not override the instrument.

Define departure events precisely and distinguish vested from unvested rights: [DEPARTURE_TREATMENT]. Specify any lawful repurchase or forfeiture right, eligible units, price or valuation method, exercise period, notice, payment and dispute safeguards. Do not assume that resignation, a missed KPI or removal from the platform automatically cancels validly acquired shares.

Transfer restrictions, rights of first refusal, tag-along and drag-along provisions, permitted transfers and any buy-sell mechanism: [TRANSFER_TERMS]. Explain how future financing dilutes holdings and whether any protection is expressly granted. Do not promise guaranteed liquidity, dividends, a company valuation or a return on investment.

Identify ownership of existing and future venture IP, needed assignments or licenses, approved external materials and any founder background inventions: [IP_SCHEDULE]. Agree confidentiality, data handling and conflict rules separately. Any restrictive covenant must be justified, scoped and reviewed for enforceability; no general non-compete is implied by this term sheet.

List definitive documents and completion steps: [SUBSCRIPTION_OR_OPTION_DOCUMENTS], [SHAREHOLDERS_AGREEMENT], [CORPORATE_RESOLUTIONS], [REGISTER_AND_CERTIFICATES], [TAX_AND_REGULATORY_STEPS]. Confirm applicable tax and securities requirements before making an offer or issuance; do not use this document as a public investment solicitation.

Have the proper parties execute the definitive documents externally with the required approvals and formalities. Keep complete signed copies and company records in a secure repository accessible to those entitled to them. Record the private document reference, approval reference and a matching summary in Counterpart; do not upload confidential instruments as public images.

A platform acknowledgment confirms the recorded offer or continuation stated there. It does not replace external signatures, company approvals, share issuance or an authoritative register. Preserve prior versions and resolve any mismatch before acceptance. The valid definitive documents, company records and mandatory law govern the legal rights.