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Drafting and Negotiating Massachusetts Contracts

Practical Techniques for Effective Contracts

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  • Product Number: 2030277B00
  • Publication Date: 4/27/2020
  • Edition: 3rd Edition 2018, with 2020 Supplement
  • Copyright: © 2020 MCLE, Inc.
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See Table of Contents below to purchase individual chapters (including all chapter exhibits) from this book. Price per chapter: $50.00; Sponsor Members $45.00; New Lawyers $37.50 Free for OnlinePass subscribers.
  • Product Description
  • Table of Contents
  • Editors & Authors
  • Product Description

    Product Description

    Drafting and Negotiating Massachusetts Contracts provides you with the information you'll need to skillfully negotiate and draft a wide variety of contracts. The book's beginning chapters thoroughly explain the fundamental elements of common types of contracts and focus on providing you with useful drafting skills and information you can adapt to any type of contract. The later chapters delve into the details of drafting and negotiating specific types of contracts that you may encounter in your daily practice. With sample contracts, drafting tips, and step-by-step explanations, this practical book is a valuable resource for both new attorneys and seasoned practitioners.

    Recent updates:

    • Update: April 2020

      Dear Subscriber:

      Thank you for updating your law library with the 2020 supplement to Drafting and Negotiating Massachusetts Contracts. This publication provides you with the information you will need to skillfully negotiate and draft a wide variety of contracts. Highlights of the updates in this supplement include

      • a new section on choice of law clauses applicable to disputes arising from a contract, and updated information on noncompetition agreements (see chapter 2);
      • a brand-new chapter on drafting employment agreements that includes several sample documents (see chapter 7); and
      • new information on the advantages of an S corporation over a C corporation as a seller in a sale of assets, and an example illustrating this point (see chapter 12).

      We at MCLE hope you will find this updated publication useful in your daily practice and in your law library. Thank you for your continued support as we work to continue "raising the bar" for Massachusetts lawyers.

      Cordially,

      Alexis J. LeBlanc, Esq., MCLE Publications Attorney

    • Update: March 2018

      Dear Subscriber:

      Thank you for updating your law library with the 2018 Edition of Drafting and Negotiating Massachusetts Contracts. This publication provides you with the information you will need to skillfully negotiate and draft a wide variety of contracts. Highlights of the updates in the 2018 Edition include

      • a new discussion on specific considerations for drafting settlement agreements (see chapter 2: "Lessons Learned from Litigators: How to Avoid Litigation When Doing a Deal");
      • updated guidance and tips on drafting employment agreements (see chapter 7: "Employment Agreements"); and
      • new information on how to deal with commercial real estate offers to purchase that are made electronically (see chapter 10: "Commercial Real Estate Agreements-Preliminary Acquisition Documents").

      We at MCLE hope you will find this updated publication useful in your daily practice and in your law library. Thank you for your continued support.

      Cordially,

      Alexis J. LeBlanc, Esq., MCLE Publications Attorney

  • Table of Contents

    Table of Contents

    expand all
    Chapter 1 expand

    Drafting Contracts—The Fundamentals

    Buy Chapter
    David J. Officer, Esq., David J. Officer, PC

    Exhibit 1A

    - Agreement to Purchase Computer Hardware Buy Form

    Exhibit 1B

    - Stock Purchase Agreement Buy Form

    Exhibit 1C

    - Consultant Agreement Buy Form
    Chapter 2 expand

    Lessons Learned from Litigators: How to Avoid Litigation When Preparing an Agreement

    Buy Chapter
    Peter Antonelli, Esq., Curran Antonelli
    Chapter 3 expand

    Commercial Sales Agreements—Uniform Commercial Code Article 2

    Buy Chapter
    Anne W. Hulecki, Esq., Boston Technology Law, PLLC

    Exhibit 3A

    - Model Long-Term Sales Agreement (Seller Preference) Buy Form
    Chapter 4 expand

    Representations, Warranties, Covenants, and Conditions

    Buy Chapter

    Exhibit 4A

    - Examples of Representations and Warranties from Various Types of Agreements Buy Form

    Exhibit 4B

    - Sample Set of Indemnification Provisions Taken from an Asset Purchase Agreement Buy Form

    Exhibit 4C

    - Examples of Common Covenants Used in Purchase Agreements and in Loan Agreements Buy Form
    Chapter 5 expand

    Exhibit 5A

    - Representative Escrow Agreement When Cash or Other Liquid Deposits Are Held in Escrow Buy Form

    Exhibit 5B

    - Escrow Agreement Buy Form

    Exhibit 5C

    - Representative Escrow Agreement When Stock Is Held in Escrow Buy Form
    Chapter 6 expand

    Checklist 6.1

    - Basic Business Terms of Credit Buy Form

    Checklist 6.2

    - Loan Closing Buy Form

    Exhibit 6A

    - Sample Sanctions and Anticorruption Provisions Buy Form

    Exhibit 6B

    - Loan Agreement Hypothetical and Example Loan Agreement Buy Form

    Exhibit 6C

    - Revolving Credit and Term Loan Agreement Buy Form

    Exhibit 6D

    - Single Bank Commitment [Proposal] Letter Buy Form

    Exhibit 6E

    - Credit Facilities Commitment Letter Buy Form

    Exhibit 6F

    - Opinion Letter Buy Form

    Exhibit 6G

    - Credit Agreement Closing Agenda Buy Form

    Exhibit 6H

    - Certificate of Secretary Buy Form

    Exhibit 6I

    - Omnibus Certificate of Secretary Buy Form
    Chapter 7 expand

    Exhibit 7A

    - Sample Employment Agreement Buy Form

    Exhibit 7B

    - Sample Letter Agreement with Appended Proprietary Information and Noncompetition Agreement Buy Form

    Exhibit 7C

    - Sample Employment Agreement Buy Form

    Exhibit 7D

    - Sample Employment Agreement: Private Entertainment Company Buy Form
    Chapter 8 expand

    Exhibit 8A

    - Proposed Lease: Letter of Intent Buy Form

    Exhibit 8B

    - Lease Language Pertaining to the Office of Foreign Asset Control (OFAC) Regulations, and Anti-Terrorism Act Buy Form

    Exhibit 8C

    - Notice of Lease Buy Form
    Chapter 9 expand

    Exhibit 9A

    - Property Transfer Lead Paint Notification and Property Transfer Notification Certification Buy Form

    Exhibit 9B

    - GBREB Form: Offer to Purchase Contingency Addendum Buy Form

    Exhibit 9C

    - REBA Form 9A: Lead Paint Rider for Residential Property Constructed Prior to 1978 Buy Form

    Exhibit 9D

    - Tenant Lead Law Notification and Tenant Certification Form Buy Form

    Exhibit 9E

    - GBREB Form: Offer to Purchase Real Estate Buy Form

    Exhibit 9F

    - REBA Form 9: Offer to Purchase Real Estate Buy Form

    Exhibit 9G

    - Sample Purchase and Sale Agreements Buy Form

    Exhibit 9H

    - REBA Ethical Standard No. 1: Consideration Recited in Deeds Buy Form

    Exhibit 9I

    - REBA Practice Standard No. 19: Home Equity Loan Discharges Buy Form

    Exhibit 9J

    - REBA Practice Standards Nos. 1, 5, and 7 (Adjustments) Buy Form

    Exhibit 9K

    - Sample Use and Occupancy Agreement (Buyer) Buy Form

    Exhibit 9L

    - Sample Use and Occupancy Agreement (Seller) Buy Form
    Chapter 10 expand

    Commercial Real Estate Agreements—Preliminary Acquisition Documents

    Buy Chapter

    Exhibit 10A

    - Form of Brokerage Agreement (Sale) Buy Form

    Exhibit 10B

    - Form of Brokerage Agreement (Sale or Lease) Buy Form

    Exhibit 10C

    - Exclusive Negotiation Period Letter Buy Form

    Exhibit 10D

    - Term Sheet Buy Form

    Exhibit 10E

    - Offer to Purchase Real Estate Buy Form
    Chapter 11 expand

    Commercial Real Estate Agreements—The Purchase and Sale Agreement

    Buy Chapter

    Exhibit 11A

    - Rider to Greater Boston Real Estate Board Standard Form Purchase and Sale Agreement Buy Form

    Exhibit 11B

    - Commercial Purchase and Sale Agreement Buy Form
    Chapter 12 expand

    Exhibit 12A

    - Normalized Financial Statements Buy Form

    Exhibit 12B

    - Sample Investment Banker Engagement Letters Buy Form

    Exhibit 12C

    - Sample Short-Form Confidentiality Agreement Buy Form

    Exhibit 12D

    - Form of Letter of Intent Buy Form

    Exhibit 12E

    - Sample Due Diligence Request Buy Form

    Exhibit 12F

    - Environmental Due Diligence List Buy Form

    Exhibit 12G

    - Form of Closing Agenda Buy Form

    Exhibit 12H

    - Tips for Successful Negotiation of Business Acquisitions Buy Form

    Exhibit 12I

    - Tax Consequences of Sale of Assets and Liquidation Buy Form
    Chapter 13 expand

    Exhibit 13A

    - Master License and Services Agreement Buy Form

    Exhibit 13B

    - End User Agreement and Product License Terms Buy Form

    Exhibit 13C

    - Enterprise License and ASP Service Agreement— Pro Supplier Buy Form

    Exhibit 13D

    - Sample IP Ownership Clauses Buy Form

    Exhibit 13E

    - Sample Indemnification and Liability Clauses Buy Form

    Exhibit 13F

    - Service Level Agreement Buy Form
  • Editors & Authors
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