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A shotgun clause (or Texas Shootout Clause [1]) is a term of art, rather than a legal term. It is a specific type of exit provision that may be included in a shareholders' agreement, and may often be referred to as a buy-sell agreement. The shotgun clause allows a shareholder to offer a specific price per share for the other shareholder(s ...
A deadlock provision, or deadlock resolution clause, is a contractual clause or series of clauses in a shareholders' agreement or other form of joint venture agreement which determines how disagreements on key issues are to be resolved in relation to the management of the enterprise. The drafting of the deadlock provisions will often depend to ...
The Uniform Limited Liability Company Act (ULLCA), which includes a 2006 revision called the Revised Uniform Limited Liability Company Act, is a uniform act (similar to a model statute), proposed by the National Conference of Commissioners on Uniform State Laws ("NCCUSL") for the governance of limited liability companies (often called LLCs) by U.S. states.
A termination for convenience clause, or "T for C" clause, [1] enables a party to a contract to bring the contract to an end without the need to establish that the other party is in default, for example because the client party's needs have changed, or in order to arrange for another party to complete the contract.
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Texas two-step proponents, like Johnson & Johnson and its lawyers, have argued that Texas two-steps are not inherently bad-faith, and that in the context of mass-tort litigation bankruptcy is fairest way to address large numbers of personal injury claims. Unlike in traditional courts hearing cases brought by many different people, bankruptcies ...
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