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BUSINESS DIVORCES:  Drafting the Resolution Agreement — When Will Closing Occur?

Drafting the Resolution Agreement – Some Typical Provisions posted last week briefly discusses three kinds of provisions typically found in most business divorce resolution agreements.  (The single essential term in every divorce agreement — Mutual Releases — is addressed in … Continue reading

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BUSINESS DIVORCES:  Drafting the Resolution Agreement — An Analytic Approach

An earlier post discussed several different forms for a business resolution agreement.   This post suggests an analytic approach to take toward drafting a definitive agreement, agreement in principle or letter of intent relating to a business divorce resolution.   … Continue reading

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BUSINESS DIVORCES:  Drafting the Resolution Agreement — Initial Choices

If a business divorce is not resolved through a court decision or an arbitration award, then the parties to the dispute must resolve their business divorce through a written agreement.  Form Follows Function Before considering what terms to include in … Continue reading

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Books and Records Requests in Texas

Trying to adhere to my post-summer schedule of blogging something useful every Friday (know I will miss a few Fridays, and holiday exceptions should be permitted)…. I’ve had anxious, disgruntled, and worried limited partners — passive investors, not managers — … Continue reading

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Martin Marietta and Vulcan: What we have so far from the Delaware Supreme Court

The appeal of Martin was heard yesterday, May 31, by the Delaware Supreme Court, and as we have posted on Twitter and Facebook, it was denied.  News reports from the scene have described the one hour or so for oral … Continue reading

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Delaware Speaks on Confidentiality Agreements in Martin Marietta Materials v. Vulcan Materials

In a prior blog this week, I made reference to this recent decision, and I tried to explain why its appearance will be so significant in the world of mergers and acquisitions, business acquisitions and dispositions, and other transactions. This … Continue reading

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Delaware Speaks on Confidentiality Agreements — First, Some Background

On May 11, I posted a link on our Facebook account to an article in The New York Times regarding a decision in Delaware Chancery Court earlier this month. In that case (Martin Marietta Materials, Inc. v. Vulcan Materials Company), … Continue reading

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JOBS Act: The remainders

This is my final blog summary of the provisions of the JOBS Act (H. R. 3606), about what else is in there beyond the CrowdFunding Act and the elimination of the general solicitation ban. Much attention has been paid by … Continue reading

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JOBS Act Reviewed — the “CrowdFunding” Part

As I wrote in my most recent blog entry, the JOBS Act (H. R. 3606), has been passed by both houses of Congress and sent to the President for signature.  In that blog entry, I reviewed the final version of … Continue reading

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On the “Access to Capital for Job Creators Act” (H. R. 2940) Now Before Congress — Part 2

In Part 1 of this blog entry, I wrote about the background to and the provisions of H.R. 2940. In this Part 2, I will write about what this bill may mean to the small and midsized business, as well … Continue reading

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