M&A Due Diligence
Includes provisions such as change of control, assignment, exclusivity, license grants and indemnity to help you get through contract review faster and accurately.
Manage contractual obligations and identify most favored nation, liquidated damages, termination, automatic renewal, export control, and anti-money laundering compliance.
Definition of “data”, notification upon breach, assistance with data subject requests, technical and organizational measures, proof of compliance, and transfer of data.
Commercial lease provisions such as rent, notice, sublet conditions, description of premises, common area maintenance, parking, and utilities to help you with lease abstraction or due diligence projects.
M&A Deal Points (Private Target)
Includes provisions from share purchase agreements, asset purchase agreements and merger agreements, to help you build clause banks or deal points studies, or maintain a database with details about the deals you’ve worked on.
Provisions such as interest rate, borrowing base, covenants, assignment, voting, tax, and default to help track market trends and complete more efficient due diligence on finance transactions.
Definition of “Confidential Information” and exceptions, injunctive relief and standard of care to help you determine confidentiality rights and obligations in the context of due diligence or any departures from your organization’s accepted and standard NDA terms.
From your shareholders’ agreements, identify board/manager selection, veto/approval rights, rights of first offer/refusal, drag-along rights and tag-along rights to help you find precedent language, conduct due diligence or obtain market intelligence information.
Brexit and IBOR
Provisions including “European Union” definition, “LIBOR” definition, change in law, term and renewal, transfer of data, “currency” definition, interest rate amendment, and more to help manage and update upcoming regulatory changes.