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Two Ways to Use Your Letter of Intent to Lock up a Deal – Maybe, For Good!

Letters of intent (LOI) are routinely used after business people have reached some degree of common ground on a potential deal. Sometimes an LOI comes very early on, before the parties know whether an ultimate agreement is...more

Good Rep: Social Media Assets in M&A Transactions

As we previously reported, a company’s social media pages and profiles, and the associated followers, friends and other connections, may constitute valuable business assets. In our experience, however, social media assets...more

Best Practices for Designing, Negotiating and Drafting Supply Chain Agreements

The terms and conditions of key supply agreements can be a significant determining factor in the profitability of both suppliers and procuring companies. These agreements also often have long lives. As a consequence, in a...more

In a Business Owners Agreement, Should All Owners Be Equal?

Good business planning involves owners of the company developing and entering into a shareholders agreement, operating agreement or partnership agreement (owners agreement). A good owners agreement will allow the owners to...more

Comprehensive Joint Venture Agreements

In this presentation: - What Is A Joint Venture - About Joint Ventures - Structuring A Joint Venture - Joint Ventures: Management Structure And Labor - General Provisions That Must Be...more

Don’t Slip Up: The “Boilerplate” Provisions of Your Contracts Deserve Equal Attention

No one would knowingly pay little heed to such a potentially treacherous condition, yet every day in contract negotiation parties devote the vast majority of their efforts to the business terms, while glossing over the...more

Joint Ownership of Intellectual Property: Complexity That Only a Lawyer Could Love

Companies are increasingly working cooperatively to develop technology, particularly software programs. One critical issue is the ownership of the resulting intellectual property in the software programs. This decision is...more

Office Leasing and Airline Reservations

I have been doing a lot of flying recently. So I thought I would address a question I usually get asked: “Why are office leases so long, even for a short-term lease?” Companies usually equate a long lease with high legal...more

Beware of Promises

In the early stages of a new venture, things move quickly. An entrepreneur will talk with many different potential team members, some of whom aren’t a good fit, some of whom become co-founders and valued long-term partners,...more

Physician Affiliations With Hospitals: Practical Tips for the Physician Practice When Entering Into a PSA

Due to the continuing uncertainties surrounding the health care delivery landscape, physicians are increasingly looking at alternatives to secure their survival. Historically, physicians have turned to their local hospital...more

Top Ten Issues when Drafting International Agreements – Part II

Method of Payment. If you’re the party providing the goods or services under the agreement, you want to be sure you get the consideration you bargained for. Any fool knows that, but international contracts can make...more

The Importance of Planning Joint Venture Exit Strategies

With the Miami real estate market making a resurgence, there is a new rush for companies to come together in a joint venture to acquire real estate and develop projects. With the excitement of a new deal, the joint venture...more

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