Growth Partnership
The terms, in plain English
The questions an operator should ask before signing anything, with answers you can hold us to. If something here is unclear, that is a problem with this page and we want to hear about it.
Ownership and control
- Who owns the code and the IP?
- You do, from the first commit.
- The repository, the designs, the models and the product are assigned to your company as they are created, not on final payment and not on completion. We keep no licence back and no right to reuse your product elsewhere.
- Do you take equity?
- Not by default. 0%.
- There is a separate arrangement, 10–15%, for partnerships where we also invest cash or stay embedded after product-market fit. It is negotiated on its own terms and is never a condition of a build.
- Who runs the company?
- You do.
- You are the CEO. You own the roadmap, the hiring, the pricing and the board. We hold no board seat, no veto and no consent rights by default.
What you pay
- What counts as gross revenue?
- Money you actually collect from customers for the product we built.
- Refunds, chargebacks, and sales tax or VAT are excluded. So is revenue from parts of your business we did not build. We invoice in arrears against your reported figures.
- When does the share start?
- At $25K MRR, or your first paying enterprise client, whichever comes first.
- Below that threshold you pay nothing, however long it takes to get there.
- When does the share end?
- At 2.5× the signed build value, or 48 months after activation, whichever comes first.
- It ends completely. There is no residual, no tail, and no renegotiation if your business does better than we expected.
- Can I end it early?
- Yes, at any time, by paying the outstanding balance.
- The balance is the cap less what you have paid so far. There is no penalty and no discount. You simply settle it.
What happens if things change
- What if the venture fails?
- You owe us nothing.
- This is not a loan. There is no repayment obligation, no personal guarantee, and no debt left on your balance sheet if the product does not sell. That risk is the thing we are actually taking.
- What if I'm acquired?
- The outstanding balance to the cap becomes payable from the proceeds.
- It is settled as a payable at closing and does not convert into equity or a claim on the buyer. If you have already reached the cap, an acquisition has nothing to do with us.
- Do you work with my competitors?
- Not in your defined segment, for the life of the partnership.
- We agree the segment in writing at signature. Outside it, we work across WealthTech and HealthTech and we will tell you plainly where the boundary sits.
- What happens after the build ships?
- We keep building, for as long as the partnership runs.
- This is not a handover. Continuous delivery, maintenance and iteration are part of the agreement. Our return depends on your revenue, so stopping work is against our own interest.
This page summarises the agreement in ordinary language. The signed contract governs, and we will send you the full document before you commit to anything. If the two ever disagree, tell us — we will fix the page.
Still have a question we haven't answered?
Ask it directly — hello@windmill.ventures — or start a conversation and we will walk you through the document.