LAWCORE (LLB/LLM Arbitration/LPC/SQE2/New York Bar)

Overview; Leveraged Buyout; Key Documentation; Procedure

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Summary
• 7 pages •
by ayorke •
uploaded 11-05-2020

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University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Asset Acquisitions - Tax

Seller of Unincorporated Business Implications; Sales of Business by Company Implications; Buyer of Business Implications

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Summary
• 5 pages •
by ayorke •
uploaded 11-05-2020

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University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Asset Acquisitions

Agreeing What To Transfer; Transfer of Assets

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Summary
• 4 pages •
by ayorke •
uploaded 11-05-2020

i x

University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Allocation of Risk – Seller’s Limitations

Limiting Warranties, Representations & Indemnities; Limiting Claims

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Summary
• 1 pages •
by ayorke •
uploaded 09-05-2020

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University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Sale and Purchase Agreement

Structure; Parties; Operative Provisions; Schedules; Execution

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Summary
• 7 pages •
by ayorke •
uploaded 09-05-2020

i x

University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Price & Payment Clauses

Sale & Purchase Agreement; Structure; Preparing First Draft; Price & Payment Provisions; Agreed Terms on Price & Payment; Adapting Precedents;

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Summary
• 3 pages •
by ayorke •
uploaded 09-05-2020

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University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Controls on Directors

Substantial Property Transactions; Loans to Directors; Service Contract; Payment for Loss of Office

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Summary
• 3 pages •
by ayorke •
uploaded 09-05-2020

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University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Disclosure

Warranties; Disclosure Letter & Disclosure Bundle

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Summary
• 2 pages •
by ayorke •
uploaded 09-05-2020

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University of Law • M&A Law & Practice
Corporate/M&A • By ayorke

Allocation of Risk - Buyer’s Protection

Protections Impled Into Contract; Full/Limited Title Guarantee; Warranties; Representations; Indemnities; UK Tax Consequences; Giver of Warranties & Indemnities; Buyer's Security for Breach; Restrictions on Seller;