The biggest negotiation is the Term sheet
1. Abbreviated v/s Industry Standard
2. Used to negotiate full deal structure with legal advice
3. Question of exclusivity
4. Key terms to negotiate (besides price)
a. Participating preferred
b. Full ratchet anti dilution
c. Large liquidation preference
d. Veto/controls

Some links to industry standard term sheets

NVCA
BVCA
EBAN

Some blogs on term sheets

Tim
Feld

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