Many term sheets will include a provision requiring the founders and key employees to sign "Non-Competition" and/or "Non-Solicitation" agreements. Non-Competition agreements state that the employees will not work for a competitor of the company or start a competing business while working for the company or for a certain time after leaving. Non-Solicitation agreements prevent employee from soliciting other employees to leave the company or soliciting the company's customers, vendors, or contractors.

Some term sheets also require founders and key employees to sign employment agreements containing a "best efforts" clause. These clauses require the employees to devote their full time to the company, and prohibit them from working on other projects,

Unless the clauses are unreasonable or overly broad, it's unclear why a founder would challenge them, and doing so might put off potential investors. Who would invest money in a team that wasn't fully committed to the project?