Kitain
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.
