Heads of Terms – FAQs
July 2021
This Guide focuses on Heads of Terms as used for acquisitions (buying company shares or buying business assets as a going concern).
Ripping off your business partners – how you might be brought to account
How you might be brought to account if you rip off a business partner to whom you owe fiduciary duties
Unfair by definition
You can check out any time you like but you can never compete? A Court of Appeal decision on restrictive covenants by employee shareholders
Fair’s fair? Minority shareholders beware
March 2021
Fair's fair? A scary case about valuing a minority shareholder's shares
Subject to contract – it’s a Moneything
February 2021
A Court of Appeal case about the magic words 'subject to contract'
Goodwill hunting
An example of loose drafting of a warranty liability exclusion clause in a share purchase agreement
A remotely interesting case
This 2020 Privy Council case was about the basis on which you work out how far you can go when working out for what kinds of losses you can claim damages when there is a breach of contract, before they have to be treated as irrecoverable because they are too remote.
Reflective on loss
This recent case was described by one of the judges as raising ‘one of the most important and difficult questions of law to come before the Supreme Court for some time’.
How to put a joint venture together
April 2020 Here is some advice about things to think about when putting together a joint venture
Mothballs and Spring cleaning
March 2020 In these new conditions, what can businesses do to survive and then thrive when things get back to (the new) normal? Some food for thought