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Negotiations Term Sheets

Maynard Nexsen

The Real Estate Purchase Process

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Like the purchase of all investments, purchasing commercial real estate requires substantial diligence. Unlike other investments, real estate has a specific process and unique diligence items. This article discusses that...more

WilmerHale

Considerations for Founders When Negotiating a Term Sheet

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A term sheet first summarizes the material terms of a financing transaction. Term sheets are normally not legally binding (with certain exceptions, such as confidentiality and exclusivity) but they are generally thought of as...more

Parker Poe Adams & Bernstein LLP

A Duty to Negotiate in Good Faith - A New Lender Liability Claim in North Carolina?

North Carolina courts have long held that a lender does not owe a fiduciary duty to its borrowers. But what about a “Duty to Negotiate in Good Faith?" In a recent opinion (RREF BB Acquisitions, LLC v. MAS Properties, June 9,...more

Cooley LLP

Understanding An M&A Term Sheet

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Congratulations! You just received an offer to acquire your company. A serious buyer will present you with a term sheet that covers the basic terms of the transaction. Do not make the mistake of agreeing to a term sheet...more

Foley & Lardner LLP

Term Sheet Math — When Is Your 66 Percent Really 52 Percent?

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When negotiating valuation for a financing, an investor may conduct detailed due diligence and present you with a term sheet that reflects multiples, discounts, comparables, and so forth. In the end, you are negotiating for...more

Sheppard Mullin Richter & Hampton LLP

When Is a Non-Binding Term Sheet or Letter of Intent Enforced as a Binding Contract?

In almost all corporate transactions, the first piece of written documentation the parties exchange and execute (after a non-disclosure agreement) is a letter of intent or term sheet (“LOI”), which is intended to summarize...more

Mintz

When a Non-binding Term Sheet Becomes Binding

Mintz on

Tire-kickers, prevaricators and those who might otherwise agree on a term sheet with little intention of closing the deal beware: A “non-binding” term sheet is sometimes binding....more

K&L Gates LLP

Delaware Supreme Court Holds that a Covenant to Negotiate in Good Faith Is Enforceable and that a Plaintiff May Receive Its...

K&L Gates LLP on

As many of you know, we serve as litigation counsel for PharmAthene, which recently received a favorable Delaware Supreme Court decision in SIGA Technologies, Inc. v. PharmAthene, Inc., 2013 WL 2303303 (Del. Supr., May 24,...more

Morrison & Foerster LLP

Delaware Supreme Court: Bad-Faith Attempt to Renegotiate Term Sheet May Create Liability for “Benefit-of-the-Bargain” Damages

A term sheet can play a useful role by allowing the parties to focus on key issues first, without getting bogged down in details. But what happens when a party agrees to a term sheet but insists on very different terms for...more

Cozen O'Connor

Delaware Supreme Court Affirms Enforcement of Agreement to Negotiate in Good Faith

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In a recent case before the Delaware Supreme Court, SigaTechnologies v. PharmAthene, the court upheld a Delaware Chancery Court’s ruling that an express agreement between parties to negotiate in good faith, even if the...more

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