Why “50-50” Makes Lawyers Nervous

Why “50-50” Makes Lawyers Nervous

In many parts of life, an even split is a symbol of trust and fairness. “Even-Steven”. “One for all and all for one”.  So why do business lawyers dislike 50-50 governance and ownership in corporations and LLCs?  The answer is: deadlock.  If two shareholders cannot...
Best Efforts in Commercial Contracts

Best Efforts in Commercial Contracts

“Best Efforts” in Contracts In a commercial transaction, the contract parties make certain promises to each other about the way things are and about what they will do in the future.  Some examples:  “I promise to obtain the software license by the end of the year.”...
The Importance of Term Sheets

The Importance of Term Sheets

Whenever an important business transaction is contemplated, a letter of intent (LOI), summary of indicative terms or a term sheet should be one of the first things on the parties’ checklist. (The checklist is the first!)  Term sheets are a topic-by-topic summary of...
Transactions in the eSports Space

Transactions in the eSports Space

Imagine thousands of spectators crowded into an arena eagerly following the action as teams of professional players compete in video game contests. Such scenes are repeated throughout the world each week and traditional sports fans – – and tradition...