AI Investment Agreement Review & Analysis
An Investment Agreement outlines the terms under which an investor provides capital to a company, including equity allocation, voting rights, liquidation preferences, and anti-dilution protections.
Analyze Your Investment Agreement FreeNo account, no card — scores in about half a minute.
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Analysis Results
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Why Review Your Investment Agreement with AI?
Investment agreements are among the most consequential contracts a startup founder or investor will sign. Understanding every provision is critical to protecting your equity and future interests.
How AI Analysis Helps
- Review equity allocation and valuation terms
- Analyze anti-dilution protection provisions
- Check liquidation preferences and waterfall structure
- Identify board composition and voting rights
- Verify drag-along and tag-along provisions
- Detect unfavorable pro-rata rights or ratchet clauses
Common Risks to Watch For
- Excessive liquidation preferences reducing founder returns
- Full ratchet anti-dilution creating severe founder dilution
- Broad investor veto rights limiting company operations
- Missing pro-rata rights for follow-on investments
- Unfavorable drag-along provisions forcing a sale
- Unclear vesting schedules for founder equity
What We Check in a Investment Agreement
Naming a clause is the easy half. This is what the review looks for inside each one:
A Liquidation Preferences Clause, Taken Apart
This is the shape of the reasoning a review applies to every clause in your investment agreement.
The clause as it usually arrives
In the event of a Liquidation Event, holders of Preferred Shares shall receive two times (2×) the Original Purchase Price, and thereafter participate with holders of Ordinary Shares on an as-converted basis.
What is wrong with it
A 2× participating preference: the investor takes double their money off the top and then shares the remainder as though they had not.
Why it matters
On a modest exit this can leave founders and employees with almost nothing while the round still looks like a success on paper. The multiple matters, but the word 'participate' matters more.
Wording that fixes it
…shall receive one times (1×) the Original Purchase Price, or the amount they would receive on conversion to Ordinary Shares, whichever is greater, and shall not further participate in the remaining proceeds.
General information about a common drafting problem, not legal advice about your document.
What You Get Back
Six scores out of ten, each with a sentence explaining it, plus a count of the concrete weaknesses a rewrite would fix. All six are free to read — no account.
whether the document says what it means, and whether anything essential is simply absent
how much of the foreseeable risk in this kind of agreement it actually addresses
whether the terms are drafted so they could be relied on
whether obligations and remedies fall on both sides or only one
definitions, cross-references and the order things appear in
what signing it as written would leave you carrying
Investment Agreement Review — Questions
What is the difference between participating and non-participating preference? +
Non-participating means the investor chooses: take the preference or convert and share the proceeds. Participating means they take the preference and then also share. On small and mid-sized exits, that choice decides whether the founders see anything at all.
How does the option pool affect my ownership? +
If the pool is created pre-money it dilutes the existing shareholders only; post-money it dilutes everyone. The percentage on the term sheet stays the same either way, which is what makes it easy to miss.
What are reserved matters, and why do they matter more than board seats? +
They are the decisions requiring investor consent — budgets, hiring, new debt, new shares, sometimes ordinary spending above a threshold. A minority investor with a wide reserved-matter list has more day-to-day control than the shareholding suggests.
Can I check a term sheet here before my lawyer sees it? +
Yes, and that is the right order. The free review scores the document against six criteria and explains each, so you arrive at your lawyer with specific questions rather than a general worry. It is not a substitute for that advice.
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Check Your Investment Agreement for These Risks
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