Side Letter Explorer

Upload a side letter and we'll highlight likely founder-unfriendly terms, show the exact evidence. It does not leave your computer - analysis happens locally in your browser.

Created by Solo Founders Program ().

Not legal advice or a substitute for company counsel. For educational purposes only.

Participation

Pro rata rights

Negotiable

Plain English

The investor gets the right to buy enough in future financings to maintain their ownership percentage.

Why Investors Ask

Early investors want protection from dilution if the company raises a strong next round.

Founder Impact

Usually workable, but it reserves room in later rounds and can complicate allocation when many small investors have the same right.

Aggressive Signals

  • Applies to every investor regardless of check size
  • Survives indefinitely after a priced round
  • Includes affiliates, funds, or syndicate members without a cap

Founder-Friendly Boundaries

  • Limit to major investors or a named investor
  • Terminate or conform the right at the next equity financing
  • Exclude transfers to broad affiliate networks unless approved

Public References and Anonymized Patterns

These links are reference material, not endorsements. The glossary also includes anonymized patterns from private side-letter examples; no company names, people, signature details, dates, or deal-specific values are included.

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