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How it works

From PDF to negotiation-ready, in under a minute.

Five steps. Plain English at every stage. Watch the product happen as you scroll.

STEP 01
01

Upload your term sheet

PDF, DOCX, or paste the raw text. Equity term sheets, SAFEs, convertibles, venture debt, RBF — all supported. Encrypted in transit and at rest.

Avg upload: 2 seconds
UPLOAD
PDF 2.4 MB
Northwall_Series_A_Term_Sheet.pdf
0% Encrypting…
PDF
supported
DOCX
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Paste
raw text
EXTRACTING CLAUSES
0 / 12
  • §3.2 Liquidation Preference2× participating
  • §3.4 Anti-dilutionFull ratchet
  • §4.1 Board Composition3 VC / 2 founder
  • §4.5 Protective Provisions23 items
  • §5.2 Drag-along≥50% threshold
  • §6.1 Founder Vesting4-yr / 1-yr cliff
  • §7.3 Information RightsQuarterly
  • §8.1 Pre-emptive RightsPro-rata + 1.5×
  • §9.2 ROFR / Co-saleAll shareholders
  • §10.1 Debt Tranche — PG$2M facility
  • §10.4 Debt Warrants12% coverage
  • §11.0 MAC ClauseOpen-ended
STEP 02
02

AI extracts every clause

Our model reads the document and pulls out every economic and control clause — liquidation preference, anti-dilution, board composition, drag-along, vesting, MAC clauses, covenants, warrants, you name it.

Avg extraction: 8 seconds
STEP 03
03

We compare against the flag library

Each clause is matched against our open database of 30+ equity red flags and 11 debt red flags. Every entry is reviewed by qualified counsel and built from real founder reports.

30+ equity / 11 debt flags
FLAG LIBRARY MATCH
RED
2× participating preference
Founders take ~$3.4M hit on $40M exit
RED
Full-ratchet anti-dilution
Punishes founders on any down-round
AMBER
VC-majority board (3 / 2)
Counter: 2 / 2 / 1 independent
AMBER
Personal guarantee on debt
$2M facility — your home is collateral
CLEAN
Founder vesting · ROFR · drag-along
8 clauses match market-fair
FOUNDER FAIRNESS SCORE
0
/ 100
⚠ Below market. Renegotiate before signing.
EQUITY SUB-SCORE0 / 100
DEBT SUB-SCORE0 / 100
MARKET FIT (REGION)0 / 100
RED
3
AMBER
2
CLEAN
8
STEP 04
04

You get a Founder Fairness Score

A single number from 0–100, with sub-scores for equity and debt. Above 80 is founder-friendly. Below 40 means walk away or renegotiate. Each flag tells you the dollar impact.

Total time: < 60 seconds
STEP 05
05

Negotiate with exact language

For each flagged clause, we generate a counter-position and the actual paragraph you can paste into your reply. Export the full analysis as a PDF for your lawyer.

Negotiation drafts ready in seconds
DRAFT REPLY · §3.2
turnsheet.co/draft
To: partners@northwall.vc
Subject: Thanks for the offer — a few clauses to discuss

Backed by 78% of comparable Series A deals
Copy →
PRIVACY
Your term sheet is yours.

Never shared with VCs, lawyers, or third parties. Auto-deleted after 30 days unless you save it.

SECURITY
Encrypted end-to-end.

TLS 1.3 in transit. AES-256 at rest. SOC 2 Type II in progress, completion targeted for Q4.

GUIDANCE
Reviewed by lawyers.

The flag database and rubric are reviewed by qualified counsel. We provide intelligence, not legal advice.

Early access

Get your Founder Fairness Score before you sign.

Join the waitlist for early access. Free during beta. No credit card.

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