First legal hire.
You are the whole department. Leela is the second pair of hands that reads every draft first and never sends anything without you.
The customer's paper arrived at 11. The issues list is due before the call.
You do not have a playbook yet, an associate, or a spare afternoon. Send her the draft and which side you are on. In minutes you have the issues ranked by what they cost, the redline, and the 3 points that need your judgment before you pick up the phone.
What you send
Dear Leela
Northstar's counsel sent this side letter to sign at the closing on Wednesday. Check it against the term sheet. For each ask, tell me whether it was agreed, agreed in a narrower form, or never agreed, quoting the term sheet. I am part-time here, so write it so I can act on it without a call.
Best,
Renata
What comes back
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Clause by clause
Seven sections read against the term sheet. Two agreed. One agreed narrower. Four never agreed, including a fixed $2,000,000 co-invest right the term sheet grants only pro rata.
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In order of cost
The four asks ranked, each with one line: accept, push back or trade, and the term-sheet language quoted.
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The note
Which points belong in the definitive documents rather than a side letter, so nothing conflicts with the IRA already near final.
No playbook yet?
Write it down.
"Liability capped at 12 months of fees, 18 as a fallback, never uncapped. Net 30, net 45 with CFO sign-off." A page in an email is enough, and she keeps it. Or send her the 5 agreements you have signed and she drafts the playbook from them, with the clause each position came from.
Also on the desk
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The NDA fast lane
6 threads in an afternoon. Their form or yours, tracked returns and clean sign-backs, each checked before you countersign.
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The acquirer's NDA
A "standard" form with an 18-month no-shop under a heading that says Standstill. That comes back as 1 line to you, not as a redline.
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The questionnaire
120 security questions answered from the policies you have, citing each one. The gaps listed, not guessed.
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The return draft
Forward it. What moved, what held, what is new, and any change that was not marked.
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Sales pressure
The VP agrees a term on a call and emails you. It lands in the next redline with its source on the issue.
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Your time
The first read, the redline and the record are hers. The decisions are yours, and there are fewer of them.
Send her the draft on your desk.
Setup