•Contracts For Deed: An Explanation And General Overview
A contract for deed, also known as “land contract”, is a legal agreement between a buyer and seller of real property, whereby the seller immediately transfers equitable title to the buyer but retains legal title, agreeing to transfer legal title to the property only after the buyer has paid the full purchase price. Unlike a warranty deed, where legal title to the property is transferred from seller to buyer at the point of sale, in a contract for deed, the seller retains legal title, yet the...
•Crash Course on Trademark License Agreements
Properly thought out and managed trademark license arrangements can be win-win opportunities for all parties, including the public. The document that goes a long way toward realizing this opportunity is the trademark license agreement. This agreement is a written contract in which the holder of a trademark (licensor) grants the revocable right to a second party (licensee) to use the holder’s trademark in exchange for royalty fees. Without the license, the licensee could not legally use the...
•Drafting 101 — A Lawyer’s Guide To Drafting An Enforceable Promissory Note
In it simplest terms, a promissory note is a written promise to repay a loan or debt under specific terms - usually at a stated time, through a specified series of payments, or upon demand. A promissory note will clearly identify the parties, the amount of the obligation, and if necessary, the consideration for the obligation, that is, what the debtor has already received or will receive in return for signing the note. The note will also include the terms of repayment, whether that be in one...
•Forbearance Agreements
It happens from time to time that even good credit risks have trouble repaying their debts. Serious illness, unemployment, a family emergency-each, when it occurs with a disquieting lack of notice, can wipe out savings and take a toll in other ways, as well. The agreement that goes a long way toward settling this unsettling situation is called a forbearance agreement. In this written contract, a lender agrees to abstain-that is, forbear-from taking action against a borrower that the lender...
•Joint Venture Agreements: Key Drafting Issues
The key provisions in any JV include:
(1) Clearly defined business objectives;
(2) The degree of participation and the management roles of each joint venturer in the business;
(3) Contribution of capital and ownership rights to property / division of the profits and losses;
(4) A dispute mechanism to avoid management impasses that may produce deadlock or litigation;
(5) Termination/liquidation of the JV and the buy-out provisions;
(6) Confidentiality; and
(7) Indemnification.
(1)...
•Keys To Drafting Internet Advertising Agreements
Ever since the Internet came of age in the mid 1990s, advertising deals have become extremely common. As we all know, companies advertise on the Internet through the usage of banners and through search engines such as Yahoo and Google in an effort to drive users to their websites. This article will analyze the key provisions usually found in Internet Advertising Agreements and will hopefully provide drafters of these agreements with guidance before they commence the difficult drafting process....
•Motion Picture Distribution Agreements
This article will cover the key provisions of an agreement to distribute filmed entertainment, usually made between a producer or licensor ("Producer") of a motion picture and a distributor ("Distributor"). These agreements are critical to the process of filmmaking; without them, films would not be viewed by the public.
1) Picture
This provision covers the specifications of the film to be delivered by the producer to the distributor. Will it be a color picture or black and white? What type of...
•Patent License Agreements
A patent license agreement has become a valuable and trusted technique for companies to share knowledge in a protected way. No company wants to invest time and money in an invention, only to give it away without the prospect of compensation. Thus, the patent license agreement was created. It is an agreement in which a licensor grants to a licensee for consideration the revocable right to perform an act that would otherwise be illegal without the licensor’s permission. Here, in contrast to other...
•Security Agreements: Getting Down to Brass Tacks
Without a security agreement, it is improbable that individuals or businesses would be able to borrow much money, for interest rates would be prohibitively high. Security agreements allow for the free flow of credit and capital by assuring lenders that they will be repaid on the loans they make.
When a lender makes a loan or extends credit to a borrower, the borrower makes a formal promise to repay this loan or else make the lender whole again by giving some sort of collateral in exchange...
•The Purpose of Exclusivity Agreements
Exclusivity agreements, because they are present in a number of different areas of the law, come in a variety of forms and are designed to meet a range of goals. The overriding purpose of each exclusivity agreement is, however, to define a relationship in which (generally) two parties agree to deal only with one another, to the exclusion of third parties. The duration of the agreement; whether it is bilateral or unilateral in its rights and restrictions; if it includes only two parties or...
•Understanding Settlement Agreements
A Settlement Agreement is a legal contract effectuating a compromise between two parties, who agree to settle their disputes between them rather than resort to litigation. A Settlement Agreement usually contains a General and Mutual Release of All Claims, meaning that both parties release the other from any past, present, or future liability arising out of the events that led to the Settlement Agreement. For instance, typical language for a personal injury “slip and fall” Settlement Agreement...
•What Are Novation Agreements?
A well-drafted Novation Agreement must clearly define the Assignor, the Assignee, the contract at issue for which the Assignee is substituting in for the Assignor, and all other conditions and terms relative to the novation. This first paragraph must expressly state that the Assignor hereby assigns, transfers, conveys and delivers to Assignee, effective as of a certain date ("the Effective Date") Assignor's right, title and interest in, to and under the Assets, subject to any existing liens and...
•What Is A Construction Loan Agreement
If you are planning to build your own home, the entire process can be extremely overwhelming. There are very few projects you or anyone else can take on that are more stressful and more prone to problems. One of the most dizzying aspects of building your own home is having a grasp on all of the legal agreements and contracts that you will need to enter into to get the job done. One contract that you will need to have a working knowledge of is a construction loan agreement. Let’s take a look at...
•What Is A Lease Termination Agreement
If you’ve ever found yourself in a situation where you needed to get out of a binding lease, you have probably discovered the murky and often confusing legal waters that come with this area of law. Not only do you need to have a lease termination agreement that satisfies both renter and rentee, but you also need to have an intimate knowledge of the original lease to be able to work from. Let’s take a look at some of the finer points of a lease termination agreement.
In short, a lease...
•What Is A Promissory Note
While the idea of promissory note has likely been around since the advent of currency (if not before), the promissory note itself dates from about the 10th century. The promissory note has changed little in a millennium. It is still a very simple contract—or at least, it can be. The theory remains the same, which is that one party promises to repay a debt to another party for prior value received. Today’s promissory notes contain several basic elements, including the parties—the one who owes...
•What Is A Real Estate Option Agreement?
If you are a sports fan, you have likely heard of option agreements as part of a professional athletes’ contract with his or her current team. The world of real estate has option agreements, as well. They are very common agreements that allow for someone to essentially place a reservation on a piece of property. They have the option of buying it if they want or allowing someone else to swoop in and buy it if they like. Let’s take a look at an average real estate option agreement and see if they...
•What Is A Real Estate Right Of Refusal Agreement?
It is no secret that the world of real estate legal wrangling can be pretty confusing, especially if you aren’t an experienced legal expert. Many different types of contracts only differ by a small amount, such as the difference between a real estate option contract and a right of first refusal contract. Let’s take a look at how these two types of contracts differ and how each are valuable tools when you want to make the real estate deal of a lifetime.
First, let’s look at a real estate option...
•What is an Engagement Agreement?
An engagement agreement is a written agreement in which two parties contract for the provision of goods and/or services. One party provides the good or service, the other party receives and pays for it. Exactly who, what, when, where, and why are all matters left to the parties. Not to sound too nebulous, there are in fact guidelines and even rules. But the engagement agreement is very much a creature of the parties’ design.
One can be excused for believing that an engagement agreement is...
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