Seed Preferred · term-sheet summary

€1,000,000 at a €4,000,000 pre-money

The full terms, matching-funds covenant and the arithmetic that nests the lab inside the programme are in Appendix E.4–E.5; this page is the one-visit summary. Every figure is either measured or marked as a commitment or target.

€1.0MSeed Preferred
€4M → €5Mpre → post-money
40/30/30GTM · R&D · Shenzhen
¥18Mprogramme envelope (¥6M + ¥12M)

Revenue architecture — dual engine

One engine sells protection to many tenants at low marginal cost; the other sells depth to few buyers at high margin. The first funds the corpus; the second monetises it.

Engine Line Mechanism Anchor
GTM · volume webcompliance.app Subscription: trap deployment + compliance dashboard + evidence packs SaaS · per tenant
XCOM Grid Fully managed deception estate (sensors, domains, traps, dashboards) €490/sensor/mo
Deep-tech · depth Agent-AIX Red Team Scope-bounded autonomous pentest, journaled tool calls €18k/engagement
Intel Feeds Anonymized ATT&CK-mapped taxonomy from the live corpus €2k/mo
Evidence Packs Replayable, redacted, hash-addressed bundles (rechtspraak-ai.nl) €6k/pack
Anchor reconciliation: XCOM Grid (managed, €490/sensor/mo) and webcompliance.app (self-serve SaaS) are the same revenue line at two service depths — both are live anchors in the whitepaper (§12 and Appendix E.3); neither is withdrawn.

Use of proceeds & covenant

% Allocation What it buys
40% GTM & Infinity-Loop scaling International rollout of webcompliance.app; distributed micro-honeypot deployment feeding the central ClickHouse corpus
30% Core R&D 42-server MCP mesh expansion, Agent-AIX orchestration, the rechtspraak-ai.nl judicial-evidence pipeline
30% Shenzhen WFOE & hardware R&D Capitalising the PRC subsidiary; local hardware prototyping (SDR, PLC, fault injection) satisfying grant matching
Matching-funds covenant (term sheet §12): the investor acknowledges the pending Shenzhen municipal AI grant (¥6,000,000 requested). XCOM.DEV earmarks €1,000,000 seed proceeds + corporate reserves — together ≥ ¥12,000,000 equivalent — for the Shenzhen programme; any FX shortfall against that equivalent is made whole by the founder. Target (not a measurement): ≥ 500 paying webcompliance.app enterprise tenants by month 18.

Capital reconciliation — the nesting proof

The most common failure mode in a dual-jurisdiction raise is a number that appears in the term sheet, the grant annex and the equipment list in three different sizes. Here, the envelopes nest and the arithmetic closes.

Envelope Size Source Relationship
Seed round €1,000,000 Equity (€4M pre / €5M post) 30% (≈€300k) earmarked for the Shenzhen WFOE + hardware R&D
Municipal grant (requested) ¥6,000,000 Shenzhen municipal AI R&D Contains the ¥1,500,000 equipment subject in /research
Self-raised matching ¥12,000,000 Seed + corporate reserves Contains the ¥3,300,000 equipment self-raised line
Equipment subject ¥4,800,000 ¥1.5M + ¥3.3M A subset of the ¥18M programme envelope (26.7%)

¥6,000,000 + ¥12,000,000 = ¥18,000,000 · equipment ¥4,800,000 = ¥1,500,000 + ¥3,300,000 ⊆ ¥18,000,000 · no figure here requires the same euro or yuan to be spent twice.