Non Binding

Non-binding refers to the level of legal commitment in documents like term sheets, Memorandums of Understanding (MOUs), and Letters of Intent (LOIs). These documents allow both investors and startups to withdraw from the proposed agreement without legal consequences.

What it Means:

Non-binding agreements, such as term sheets, MOUs, and LOIs, indicate a preliminary stage where parties express their intentions without being legally bound. It offers flexibility during negotiations, fostering an environment of trust and collaboration between investors and startups.

How to Calculate:

Calculating the non-binding nature of an agreement is not quantitative. It involves understanding the terms outlined in the document and recognizing that, until a binding contract is executed, both parties have the option to step back from the deal.

Why Measure:

Measuring the non-binding aspect is crucial for Indian founders navigating the fundraising landscape. It provides a clear understanding of the negotiation phase, allowing flexibility for adjustments, and fostering a cooperative atmosphere conducive to successful deal closures.


Consider an Indian tech startup presented with a non-binding term sheet proposing a significant investment. During negotiations, if either party identifies a misalignment in strategic goals or terms, the non-binding nature allows them to amicably disengage without legal repercussions. This preserves the goodwill between the startup and the investor.

For Indian founders, comprehending the non-binding nature of initial agreements is a strategic approach to building strong investor relationships, ensuring a collaborative journey towards shared success in the dynamic startup ecosystem.