clauses
7 articles tagged clauses
Anti-Assignment Clauses in M&A: What Every Deal Attorney Should Know
Anti-assignment clauses can derail acquisitions when they go undetected in a data room. This guide covers the types of anti-assignment provisions, how they interact with change of control transactions, and what deal teams should flag during diligence.
Exclusivity Clauses in Commercial Contracts: What M&A Deal Teams Need to Know
Exclusivity clauses in a target's commercial contracts can fundamentally reshape post-acquisition strategy. This guide covers the types of exclusivity provisions, how they affect deal value, and why they require early identification during diligence.
Governing Law and Forum Selection Clauses in M&A: Why Jurisdiction Matters
Governing law and forum selection clauses determine where disputes are resolved and which law applies. This guide covers why these provisions matter in M&A, how multi-jurisdiction complications arise, and what deal teams should extract during diligence.
IP Assignment Clauses PE Buyers Miss: Chain of Title Risks in M&A
Gaps in IP assignment clauses are among the most overlooked risks in private equity acquisitions. This guide covers chain of title issues, employee invention assignments, contractor work-for-hire provisions, and open source risks that PE deal teams should flag during diligence.
Most Favored Nation Clauses in M&A: Pricing, Compliance, and Deal Impact
Most favored nation clauses obligate the target to offer its best pricing or terms to specific counterparties. This guide covers how MFN provisions work, why they matter in acquisitions, and how they create ongoing compliance obligations post-closing.
Non-Compete Clauses in M&A: Enforceability, Extraction, and Deal Impact
Non-compete clauses are among the most scrutinized provisions in M&A transactions. This guide covers the evolving enforceability landscape, how geographic and temporal scope affect deal value, and why systematic extraction across a data room matters.
Termination for Convenience vs. Cause: What M&A Attorneys Must Know
Termination provisions determine the stability of every contract in a target's portfolio. This guide explains the difference between termination for convenience and termination for cause, how notice and cure rights work, and why these clauses are critical for M&A diligence.