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Contract Negotiations Confidentiality Agreements

Winstead PC

Key Considerations in Review of NDAs as a Buyer

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When a company is in the process of pursuing a transaction involving the acquisition or merger of another company, one of the first negotiable documents encountered will likely be a non-disclosure or confidentiality agreement...more

Strafford

[Webinar] Drafting Asset Purchase Agreements: Reps, Warranties, Covenants, Conditions, Indemnity, and Other Provisions - July...

Strafford on

This CLE course will guide deal counsel in drafting and negotiating asset purchase agreements. The panel will discuss legal considerations when negotiating representations and warranties, indemnities, covenants, closing...more

Allen Matkins

If A Contract Creates No Legally Enforceable Rights, Is It A Contract?

Allen Matkins on

The word "contract" is derived from the Latin word contrahere which means to draw (or drag) together.   The California Civil Code defines a "contract" as "an agreement to do or not to do a certain thing".  Cal. Civ. Code §...more

Mandelbaum Barrett PC

Strategic Business Negotiations: A Legal Perspective

Mandelbaum Barrett PC on

Successful negotiations require understanding your goals and considering the goals of the other party. Thorough preparation involves reviewing the legal frameworks, identifying potential obstacles and opportunities,...more

Rivkin Radler LLP

Letters of Intent – Negotiating the Framework of Your Transaction

Rivkin Radler LLP on

In our last installment, we discussed some of the initial steps involved in the process of selling a dental practice, including preparing your practice for sale and finding a potential suitor. Specifically, we described ways...more

WilmerHale

Are Term Sheets Really Nonbinding?

WilmerHale on

You’re in the thick of week two of negotiations on a term sheet with a potential investor and you can’t help but wonder why you’re spending so much time on a document that has “nonbinding” written all over it. While it is...more

Morgan Lewis - Tech & Sourcing

Cracks in the Confidentiality Exception Boilerplate

Exceptions to confidentiality obligations are largely standardized, but in some contracts a copy-and-paste approach could, at best, lead to uncertainty and, at worst, undermine key aims of the transaction. ...more

Gray Reed

“No Obligation” Clause Dooms Oil and Gas Asset Bid

Gray Reed on

In Chalker Energy Partners III LLC v. LeNorman Operating LLC, the Texas Supreme Court reaffirmed its belief in the sanctity of the written contract and the freedom of parties to negotiate and agree to contracts as they...more

A&O Shearman

First No Contract by Ambush. Now No Contract by Email, Texas Supreme Court Says.

A&O Shearman on

On February 28, 2020, the Texas Supreme Court reversed a ruling from the First Court of Appeals in Houston in the case of Chalker Energy Partners III, LLC, et al. v. Le Norman Operating LLC, 547 S.W.3d 27 (Tex. App.—Houston,...more

Fenwick & West LLP

Akorn v. Fresenius: Important Practical Lessons from First-Ever Material Adverse Effect

Fenwick & West LLP on

On October 1, in Akorn v. Fresenius Kabi, the Delaware Court of Chancery for the first time found that a material adverse effect — or MAE — had occurred in a merger transaction, which, combined with other breaches of the...more

Dechert LLP

Global Private Equity Newsletter - Winter/Spring 2018 Edition: Recent Developments in Acquisition Finance - Did you just commit to...

Dechert LLP on

The question of when parties to a potential transaction actually become bound to each other is obviously an important one, and sometimes the answer can be surprising, or less than entirely clear. A recent Texas Court of...more

Goodwin

Business Litigation Reporter - February 2016

Goodwin on

Confidentiality Agreement Must be Expressly Preserved in New Employment Agreement. The decision in Meschino v. Frazier Industrial Co., 2015 WL 7295463, at *1 (D. Mass. Nov. 18, 2015) (Stearns, J.), underscores that an...more

Buchalter

Tech Industry Bulletin

Buchalter on

In this Issue: - Corporate: Negotiating Strategies for the Sale of Technology Companies - Intellectual Property: Crowdfunding and Confidentiality for Tech Start-Ups - Real Estate: An Introduction to...more

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