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Archive by tag: Gotshal & Manges LLPReturn

“Location, Location, Location”—The Three Things that Matter the Most in Real Estate May Also Matter the Most in Ensuring the Proper Application of All of Your Contractually Chosen Law

It is said that, in real estate, location is everything. Well, it turns out that the same is sometimes true with respect to the enforcement of contracts; it is just as important to choose the location for resolving a dispute as it is to choose the...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Aug 15,2019 |

Q2 2019 Global Private Equity Update - Key Similarities and Differences between US and UK SPACs

SPACs are increasingly being viewed as an additional platform for private equity sponsors to complement their existing platforms. They provide sponsors with favorable economics and the opportunity to target companies that may want to go public rather...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Aug 08,2019 |

The Little-Regarded Confidentiality Agreement—Distinguishing Between “Affiliates” Entitled to Receive Confidential Information and “Affiliates” Actually Bound by the Confidentiality Agreement

The Confidentiality (or Non-Disclosure) Agreement (NDA) is the most maligned, and the most likely to be given short shrift, of the many contracts involved in the M&A process. Because an NDA must be negotiated and signed simply to get access to...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Jul 31,2019 |

A Look at U.S. Sponsor-Backed Going Private Transactions

Welcome to the twelfth survey of sponsor-backed going private transactions prepared by Weil, Gotshal & Manges LLP. We hope that you will find this information thought-provoking and useful. This survey analyzes and summarizes for the reader the...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Jul 12,2019 |

“Standard” Versus “Bespoke” Boilerplate—A Distinction That Can Make a Big Difference

It keeps on happening. Contracting parties allow “standard” boilerplate to potentially trump bespoke provisions of their acquisition agreements. This phenomenon is particularly prone to occur with “no third party beneficiary” clauses, classic and...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Jul 09,2019 |

Selling Your Portfolio Company Subject to a New York Law Governed Contract—Identifying a Hidden Term Built-In by New York’s Common Law: the Mohawk Doctrine

On July 4, 1776, the thirteen American colonies formally severed their ties to the English throne and parliament. It took a war (which commenced a little over a year earlier) to actually effectuate the severing of those ties. But with the Treaty of...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Jun 11,2019 |

Preserving Privileged Communications in the Sale of a Portfolio Company—that Clause in the Back of the Agreement Can Actually Work

In Great Hill Equity Partners IV, LP v. SIG Growth Equity I, LLLP, 80 A.3d 155 (Del. Ch. 2013), the Delaware Court of Chancery held that the privilege existing with respect to communications between the target’s counsel and its officers, directors...By: Weil, Gotshal & Manges LLP
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Weil, Gotshal & Manges LLP | Jun 07,2019 |
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