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The fine print

Accelerator Deal Terms Explained: SAFE, Equity, Token & Grant

02 THE FINE PRINT

Accelerator offers are short documents with long consequences. Two programs can advertise the same headline and give you very different companies five years later. Learn the vocabulary once and you will read any term sheet in minutes.

The four structures you will see

1. Post-money SAFE

A SAFE (Simple Agreement for Future Equity) is not stock — it is a promise to convert into shares at your next priced round. It is the most common accelerator instrument because it is fast and cheap. The "post-money" version, popularized by Y Combinator, fixes the investor's ownership after the money goes in, which makes your dilution predictable but also locks it in.

2. Priced equity

The program buys actual shares now at an agreed valuation — common with programs like Techstars and many university accelerators. Cleaner ownership picture today, but it requires setting a valuation early.

3. Token / warrant

Crypto and web3 programs (e.g. Alliance DAO, Outlier Ventures) may take a token warrant — the right to buy tokens — alongside or instead of equity. See token-deal programs →

4. Grant / equity-free

Grants and prizes (e.g. AI Grant, MassChallenge) give cash or credits and take nothing. Watch for strings instead of dilution: relocation requirements, milestones, or IP conditions. See grant programs →

StructureYou give up nowBest when
Post-money SAFENothing until next round; fixed % laterYou want speed and predictable dilution
Priced equityShares todayValuation is already sensible
Token warrantFuture token rightsToken is core to the business
GrantNothing (watch for conditions)You need non-dilutive runway

The two clauses that quietly matter

Post-money valuation cap

The cap sets the maximum valuation at which a SAFE converts. A lower cap means the program owns more of you later. It is the single biggest driver of real dilution — read it before the headline percentage.

MFN ("most favored nation")

An MFN clause lets an early investor automatically take the best terms you later give anyone else. YC's standard $500K, for example, is $125K for 7% plus $375K on an uncapped MFN note — meaning that second tranche adopts your next round's terms. It protects the investor; know it is there.

Rule of thumb: the percentage is the sticker price; the cap and MFN are the interest rate. Judge all three together — then check it against fair-equity benchmarks →

Once you can read the terms, the question becomes whether the number is reasonable for what you get. That is exactly what the next guide covers.

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