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Spring 2022
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LAW546
AS INTRODUCTION TO BUSINESS PRACTICES & DRAFTING OF TRANSACTION DOCUMENTS
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Course Description
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This is a practice skills course that introduces students to business and legal issues applicable to acquisition transactions. It is designed to identify those issues which an associate in the corporate department of a law firm will likely face in the early years of practice. Among the topics to be covered in this course are the lawyer’s role in structuring acquisition transactions and drafting the principal documents. Although the course will address various aspects of the acquisition process, such as diligence and the preparation of ancillary documents, including opinion letters and transfer documents, the primary focus will be on the analysis, preparation, review and negotiation of the underlying agreements (including a detailed analysis of the American Bar Association, Section of Business Law, Committee on Negotiated Acquisitions, Model Asset Purchase Agreement and the Exhibits, Ancillary Documents and Appendices) as well as the impact of applicable case law. Unlike the related course entitled “Introduction to the Deal”, which devotes equal but less time to many aspects of the acquisition process, such as due diligence, deal structures, contract principles, drafting basic documents, securities laws, accounting, negotiation and ethics, this course will devote a greater amount of time to the acquisition agreements themselves.
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Course Schedule
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01-18-2022 - 04-25-2022
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M
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3:30 PM-5:15 PM
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DL
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Course Frequency
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This course is usually offered every semester
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Course Information
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Credits:
2
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Pass/Fail Option:
Yes
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Prerequisite:
The course prerequisites are: must be 3L or LL.M. and have taken Business Associations (or equivalent) or be enrolled in the combined J.D./M.B.A. program. In addition, it is recommended that students have taken Introduction to the Deal W/S, Law 741A; Business Planning; Corporate Finance; Federal Income Tax; Financial Accounting for Lawyers; or Securities Law.
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Grading:
Graded
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Method of Evaluation:
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Graduation Requirements Fulfilled By Course:
Skills Requirement
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Special Attributes:
None
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Course Delivery:
Online (all synchronous)
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Special Restrictions:
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Law Track(s):
None
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Bar Subject(s):
NEW YORK SKILLS
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Concentration(s):
None
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Course Book(s):
Textbook Required:
Yes
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Textbook Name: Model Asset Purchase Agreement with Commentary: Exhibits, Ancillary Documents and Appendices Committee on Negotiated Acquisitions
Textbook Type: Paperback Requirement: Required Author: Publisher: American Bar Association Book Publishing: Law Section American Bar Association Book Publishing: Law Section Edition: 1st Edition (2001) ISBN: 9781570739200
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Textbook Name: Model Asset Purchase Agreement with Commentary: Asset Purchase Agreement Committee on Negotiated Acquisitions
Textbook Type: Paperback Requirement: Required Author: American Bar Association Edition: 2001 ISBN: 9781570739248
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First Class Assignment(s):
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View Book Information
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