Course Description



LE: 24

Strongly recommended: Business Organizations

New Attorneys are often “thrown into the fire” and given the assignment to negotiate and draft transactional documents that reflect the deal, protect their clients interests and yet remain acceptable to the other side so that the transaction can be completed.  This involves being able to analyze contract language, identify potential risks, develop creative solutions and effectively communicate both the risks and the solutions to their clients and the opposing counsel. In this course, students develop practical skills they can use in drafting and negotiating effective transactional documents that bridge the gap between the opposing parties’ concerns so that the transaction can be completed. The course will focus on a generic business acquisition and the ABA’s Model Asset Purchase Agreement. Students will develop effective techniques for identifying and communicating issues both to their clients and to opposing counsel. Students will practice the art of effectively editing documents gain familiarity with are commonly used transactional words, phrases, and sentence structure and their usefulness for clear drafting. Finally, through it all, students will gain a thorough understanding of an M&A transaction and the M&A transaction documents.