Preside at 3 dispose of 4 complied withEntered into
Reduce share capital, pass ordinary resolution, follow
Proper procedures
Undertaking(s) 3 merger 4 transformations
Reconstructions 6 alteration 7 amalgamation
8 union/uniting
F 3h 4d 5g 6b 7c 8a
Un 5
A 3
C
E
F
Liquidated Damages 2 Acceleration
Force Majeure 4 Assignment 5 Termination
6 Entire Agreement / Merger / Parol Evidence
B 5 c 4 d 1 e 2
D 3 b 4 a
I 3d 4g 5b 6h 7 a 8 j 9 c
Suggested answers
Responsibility to pay compensation
The party alone can decide
Carry out later or not at all
Agreement given before in writing
If Operator defaults in performance...
Do nothing
Attachments
Considered
A non-competition agreement.
Because it is an agreement template.
8 2b: Confidentiality
Consideration
Severability
Payment of Costs
To comply with 2 shall be stricken 3 ascribed to
Commencing 5 has acquired 6 contemplated by
Shall expend
11 1. 3, 5, 6, 8, 9
While bargaining, it means giving up some items in
Order to get other ones from the other party.
The purpose of a merger clause is to ensure that
Anything that was said or written before the agreement
Is not admissible in proceedings unless it is explicitly
Written in the agreement.
13 Now I'd like to move on to the topic of using agreement
templates and term sheets. It's common to start out with
An existing contract template, which gives you a kind of
Blueprint of the things that are usually included in such an
agreement. It's important to realise that negotiating with a
contract template means that it's necessary to review the
Terms and conditions it contains carefully. Please note
That you have to consider what is not in the agreement
but should be, that is, what's missing and should be
Added. This is really just as important as carefully
Reviewing the language in the agreement. Here. I want to
stress that it'd be wise to consult with a senior lawyer,
Preferably someone who has experience negotiating
Agreements of the kind that you are negotiating.
When using a term sheet as the basis of negotiations, it's
Imperative to keep good notes of all discussions or emails
Regarding the items on the sheet. Term sheets are usually
Used by lawyers to transfer the terms that have been agreed
into an official agreement, so it's crucial that the information
on these sheets is precisely what's been agreed on by all
Parties. Sometimes a lawyer will incorporate items from a
Term sheet onto an agreement template. In such a case, he
Should be careful not to include language originally in the
template that isn't appropriate.
Adverbs can be added to:
It is (particularly) important to realise ...
Please note (especially) that ...
Here, I (particularly) want to stress that...
D 2 e 3 a 4 b 5 c
15 1 The To, From and Date lines 2 Subject: In-company
Seminar on contract negotiations 3 Paragraph 1
Paragraphs 2 and 3 5 Paragraph 4
They are talking about a franchise agreement.
The two clauses they mention are the non-competition
Clause and the arbitration clause.
False 2 True 3 True 4 False
One of the techniques Arthur Johansson used was horsetrading,
I.e. trading one item (in this case, offering to be
Date: 2015-12-11; view: 1020
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