Miscellaneous Terms: The Fine Print That Bites

The Miscellaneous section bundles provisions that are easy to overlook and expensive to ignore — governing law, closing conditions, costs, and binding vs non-binding status.

Governing Law and Jurisdiction

Determines which legal system governs the agreement and where disputes are resolved. Investors often push for a specific jurisdiction — Delaware in the US, or Singapore/UK in cross-border India deals.

What to negotiate: If your company is incorporated and operated in India, push for Indian law. Understand how the chosen jurisdiction affects your statutory rights as a founder.

Closing Conditions

The investment doesn't close when you sign the term sheet — it closes when conditions are satisfied:

  • Satisfactory completion of due diligence
  • Filing of amended articles/memorandum to authorise new share classes
  • Board and shareholder approvals
  • Execution of definitive agreements (SHA, SSA)
  • Key founder employment agreements in place

What to negotiate: "Satisfactory completion" of due diligence must be defined, not open-ended. Ambiguous conditions give investors leverage to renegotiate or walk away after you've turned down other options.

Binding vs Non-Binding

Most of a term sheet is non-binding. But certain clauses are binding from the moment you sign:

  • Confidentiality
  • No-shop / exclusivity
  • Governing law
  • Costs and expenses

Costs and Expenses

Some term sheets require the company to pay a portion of the investor's legal and transaction fees. Negotiate for each party to bear their own costs, or cap the company's liability.

Evolv's Recommendations

  • Read the entire Miscellaneous section carefully. The economic terms get the attention; this section is where deals quietly go wrong.
  • Know exactly which clauses are binding before you sign.
  • Have a startup lawyer review closing conditions for ambiguity — especially the due diligence clause.
  • Negotiate costs: each party should bear their own legal fees.

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