Clarify the essential differences between specific legal documents and learn best practices for the use of letters of intent.
Too often, Letters of Intent are used in place of term sheets, or even contracts, because legal practitioners--or, more commonly, their clients--fail to understand the essential differences between letters of intent, term sheets, and contracts. Using the right document for the right purpose, at the right time is essential to every deal. Failure to do so can lead to negative consequences, such as inadvertent disclosures of confidential information, premature contract formation, unclear contract terms, unintentional partnerships or joint ventures, or failed negotiations.
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Agenda
Essential Qualities of Letters of Intent
- Written Letter
- Containing Clearly Stated Terms of a Proposed Deal
- Not Legally Binding
Best Use Cases of Letters of Intent
- Any Proposed Deal
- When Parties Are Unclear
- When Terms Are Unclear
- When Nature of Activity Is Unclear
Letters of Intent and Due Diligence
- Letters of Intent Issue Before Due Diligence
- Due Diligence Is Used to Verify Disclosures in Letters of Intent
- Final Terms May Differ From Those in Letters of Intent Based on Due Diligence Results
Letters of Intent vs. Contracts
- Letters of Intent, Term Sheets, and Parole Evidence
- Legally Binding vs. Non-Binding
- Elements of a Contract
- Offer
- Acceptance
- Consideration
- Recommended Disclaimers
Letters of Intent and NDAs
- Necessary and Essential Disclosures
- Limiting Disclosures
- Non-Disclosure Agreements
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Over 39 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Credits
OnDemand Course
This course was last revised on August 20, 2024.
Call 1-866-352-9540 for further credit information.
- AK CLE 1.0
- Alaska attorneys may receive 1.0 hour(s) of continuing legal education for completing this program. Please contact the Alaska Bar Association or go to www.alaskabar.org for details regarding reciprocity with other states.
- AL CLE 1.1
- This course or a portion thereof has been approved by the Alabama State Mandatory Continuing Legal Education Commission for a maximum of 1.1 hour(s) credit.
- AR CLE 1.0
- This course has been approved for 1.0 hour(s) of CLE by the Arkansas CLE Board.
- Arizona CLE 1.0
- The Arizona State Bar does not pre-approve or pre-certify MCLE programs. However, records of this program and attendance will be maintained by Lorman Education Services/Noggin Guru for auditing purposes. This activity may qualify for up to 1.0 hour(s) toward your annual CLE requirement for the State Bar of Arizona.
- CA MCLE 1.0
- Lorman Education Services/Noggin Guru is a State Bar of California approved MCLE sponsor and this course qualifies for 1.0 CLE hour(s) of participatory credit.
- CT CLE 1.0
- Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. This course has been approved for CLE credit in jurisdictions aside from CT and therefore it automatically meets the content and delivery requirements in Connecticut. Credit is based on a 60 minute credit hour and shall be awarded as follows: 1.0 CLE credit(s).
- GA CLE 1.0
- This program has been approved by the Georgia Commission on Continuing Lawyer Competency for 1.0 CLE hour(s).
- HI CLE 1.0
- This program was approved by the Hawaii State Board of Continuing Legal Education for 1.0 CLE credit hour(s).
- IL CLE 1.0
- This course was approved for a total of 1.0 hour(s) of MCLE Credit by the Illinois MCLE Board.
- MN CLE 1.0
- This program has been approved by the Minnesota Board of Continuing Legal Education for 1.0 hour(s) of credit.
- MO CLE 1.3
- This course qualifies for self-study CLE credit in Missouri.
- ND CLE 1.0
- North Dakota CLE policy does not allow for pre-approval of any self-study courses. This course may qualify for up to 1.0 hour(s) of CLE credit.
- NH MCLE 1.0
- NH MCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. Lorman Education Services/Noggin Guru believes this Ondemand course meets the requirement of NH Supreme Court Rule 53 and may qualify for CLE credit(s). Program Length: 64 Minutes.
- NM CLE 1.0
- This program has been approved by the New Mexico Minimum Continuing Legal Education Board for 1.0 hour(s) of credit.
- NV CLE 1.0
- This program has been approved by the Nevada Board of Continuing Legal Education for 1.0 CLE hour(s).
- NY CLE 1.0 including Skills 1
- This course has been approved in accordance with the requirements of the New York Continuing Legal Education Board for up to a maximum of 1.0 credit hour(s) in the area(s) of Skills for 1.00 hour. Each hour may be counted only as satisfying one category of credit. Duplicate credit for the same hour of instruction is not permitted. This course qualifies for credit for established attorneys only. Lorman Education- Noggin Guru, Inc. has a financial hardship guideline. Please contact customer service at 1.866.352.9539 for instructions on how to apply.
- OR CLE 1.0
- Approved for 1.0 CLE credit(s) in Oregon.
- PA CLE 1.0
- This Distance Learning program has been approved by the Pennsylvania Continuing Legal Education Board for 1.0 hour(s) of substantive law, practice and procedure CLE credit.
- WA CLE 1.0
- This program has been approved by the Washington State Board of Continuing Legal Education for 1.0 hour(s) of A/V credit under the Law & Legal Procedure category.
- WV MCLE 1.3
- This program has been approved by the West Virginia State Bar MCLE Commission for 1.3 MCLE hour(s).
- NALA 1.0
- This program is applicable for continuing legal assistant education credit. Please check with your accrediting board to see if this course will qualify towards your recertification requirements.
Program Length: 1.0 hour(s).
To earn each credit Lorman offers through the OnDemand learning platform, you need to watch 100% of the program. Also, for certain credits you will need to fulfill additional requirements which will be displayed on the "credits" tab when viewing the course.
This program does NOT qualify, nor meet the National Standard for NASBA accreditation.
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Why Lorman?
Over 39 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Faculty
Noel R. Bagwell, III, Esq.
Counsel & Clarity
- Operates Counsel & Clarity™—a brand encompassing his law firm and resilient leadership coaching practice in Middle Tennessee, near Nashville
- Partner in Industrial Business Lawyers, a distributed firm based in Washington, D.C., where he serves as Director of the Fractional Chief Legal Officer Practice Group
- Recipient of numerous awards, including the Tennessee Supreme Court’s Attorney for Justice award for pro bono work with veteran entrepreneurs, and the Clarksville, TN Mayor’s Certificate (2019) for contributions to the local business community; in 2019, Money magazine named Clarksville the Best Place to Live in America
- Works exclusively with business clients to transform legal support from a cost center into a profit engine through Counsel & Clarity’s Fractional Chief Legal Officer service offering, Profit from Legal™
- Author of several books, including ‘Lead Again: A Modern Guide to Resilience’ (2024), ‘God in the Machine: Exploring Faith in a Simulated Universe’ (2024), and ’How to Structure Your Business for Success’ (2020). He has produced and hosted two podcasts— ‘The Honest Lawyer Podcast’ and the ’Profit from Legal Podcast’—and is a prolific author of print and electronic articles for the Nashville Bar Journal, the Counsel & Clarity blog, and other outlets
- J.D., Cumberland School of Law at Samford University; Scholar of Merit: Economic Analysis of Law; B.A. in Philosophy with a minor in International Studies, Austin Peay State University
- Can be contacted at (931) 249-2015 or [email protected]; on LinkedIn at https://www.linkedin.com/in/nbagwell3/; LinkedIn Group: https://www.linkedin.com/company/counsel-and-clarity/
; Facebook: https://www.facebook.com/counselandclarity/
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