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Term-sheet control & investor rights · Core

No-shop

Also called: exclusivity clause, exclusivity

ELI5

The company agrees not to pursue another deal for a while.

Used in conversation

“The no-shop period begins when the term sheet is signed.”

Definition

A restriction on seeking or negotiating competing transactions during a stated period.

Here “No-shop” means: A restriction on seeking or negotiating competing transactions during a stated period.

Pitch context

You will see “No-shop” in fundraising decks, data rooms, term sheets and investor conversations when the discussion reaches term-sheet control & investor rights.

Why it matters: In term-sheet control & investor rights, a loose definition can change rights, obligations, approval, disclosure or enforceability.

Caution

Meaning, enforceability and required process vary by jurisdiction and agreement; this definition is not legal advice.

Connected terms

When the words have to travel

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Sources & evidence · 6

Direct term-level sources and supporting source families.