No-Shop Clause

Definition

A no-shop clause in a term sheet forbids the company from soliciting or negotiating competing offers for a set period, typically 30 to 60 days, while the investor completes diligence.

How it comes up in fundraising

Signing a term sheet with a no-shop effectively ends your process; get competing term sheets on the table before signing, not after.

Frequently asked questions

Are no-shop clauses negotiable?

The duration is: shorter windows (30 days) protect founders from being tied up by a slow investor.

Is the term sheet itself binding?

Mostly not, except clauses like no-shop and confidentiality; the economic terms bind only at closing documents.

Cite this term

Round Funded. "No-Shop Clause." Startup Fundraising Glossary.

Stable URL, it will not change: https://www.roundfunded.com/en/glossary/no-shop-clause

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