Fundraising deals are won in meetings and lost in paperwork. A term sheet is short, looks harmless, and contains clauses that decide who gets paid first, who controls your company and who owns your game. This chapter walks the ones that matter most in European practice: investor rights and the pre/post-money math, the liquidation-preference trap, convertible loans, IP protection, and the two non-negotiables of every project deal. It also covers the other half of protecting yourself: cleaning your cap table before you raise, the catalogue of investor scams, and why the friendly person across the table is not your friend. None of it replaces a lawyer. All of it makes you a cheaper client and a harder person to surprise.
Get a lawyer, early
"Get a lawyer! Seek legal advice throughout the fundraising process. Otherwise, it will cost you dearly."
The handout does not hedge, so we will not either. The expensive mistake is not skipping the lawyer entirely; almost nobody does that. The expensive mistake is the sequencing: founders negotiate the "business points" alone, shake hands on them, and only then bring in a lawyer to "check the contract". By that point every bad structure has already been agreed, and renegotiating an agreed term costs goodwill, momentum and sometimes the deal itself. Involve a lawyer before you agree to anything, because unwinding an agreed term costs far more than reviewing an open one.
And get the right lawyer: one who does venture and investment deals regularly, not a generalist who mostly handles leases and disputes. The wrong specialty is nearly as risky as no lawyer, because a term sheet reads as harmless to anyone who has not watched its clauses play out.