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Term Sheets Good Faith

WilmerHale

Startup M&A: Why a Letter of Intent Deserves Your Full Attention

WilmerHale on

You might know it as a letter of intent or a term sheet. Maybe you’ve heard it referred to as an MOU, or memorandum of understanding. Whatever you call it, this document of about five pages is a summary of the terms of a deal...more

Cooley LLP

Blog: Agreements to Agree can be Broken: Negotiating Letters of Intent

Cooley LLP on

On December 23, 2015, the Delaware Supreme Court held that SIGA Technologies, Inc. cannot avoid paying $113 million in expectation damages (plus interest) to PharmAthene, Inc. for breaching an express agreement to negotiate a...more

Bilzin Sumberg

Caveat Emptor: Non-compliance with a Non-Binding Term Sheet Results in $195 Million Judgment

Bilzin Sumberg on

On December 23, 2015, the Delaware Supreme Court affirmed the Delaware Chancery Court’s award of $195 million to PharmAthene, Inc. (“PharmAthene”) as compensation for lost profits (a/k/a expectation damages) on account of the...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

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

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