Praktio-ALI CLE Webinars
Clicking a webinar below will take you to an ALI CLE portal, where you may learn more about the course and register to take it either live or on demand.
Sophisticated business lawyers know that it requires a strategic approach to effectively conduct due diligence of a target company in an M&A deal. It is imperative that all parties, particularly lead lawyers, understand the deal context in which the due diligence process takes place and appreciate the potential risks presented by the target company’s contracts and other legal documents. . . .
"Contract Drafting Traps for the Unwary" Series
Confidentiality agreements are common features of a wide variety of deals. They provide the party sharing information with some contractual protection and comfort in order to facilitate an exchange of information, usually the lifeblood of a potential deal. . . .
Contracts—from acquisition agreements to services agreements—frequently include indemnification provisions as a device for allocating specified risks among contractual parties. Given their subject matter (who’s “on the hook” for what) and depending on the risks at stake, negotiating and drafting indemnification provisions often can be a contentious task. . . .
Business agreements—from acquisition agreements to services agreements—commonly include limitation-of-liability provisions. These clauses attempt to control the risk exposure of one or both parties. Limitations of liability are often critical components of a deal, especially from the perspective of a party undertaking performance obligations. . . .
In business agreements, the consequences of not performing as promised might be unclear to the parties at the time of contracting. One tool for attempting to address this uncertainty—and to put both parties on notice of what not performing costs—is to specify in the contract the money damages that a party will owe the other if the party breaches the contract. . . .
Contracts—from acquisition agreements to services agreements—commonly include representations and warranties as devices for facilitating the exchange of information and for allocating risks among the contracting parties. Depending on their content and the deal context, representations and warranties in any given deal might be uncontentious—or they might be highly negotiated. . . .