Read this book before you do your next tech deal. Here's why: Executives are often called upon to write letters of intent (LOIs), term sheets, and deal proposals before "bringing in the lawyers." These documents are almost more important than the actual contract, because they establish the framework of the deal. The wrong phrasing or an omitted point can result in a flawed deal, frustrating negotiations, a loss of leverage, and unnecessary legal expense. This short book (30 pp.) will you help you avoid those pitfalls, by enumerating issues common to many LOIs, term sheets and proposals and suggesting what to do - and not to do - when drafting these plain-language legal documents. It's packed with dozens of specific, easy-to-understand tips. The result? You'll save money and have better legal documents more quickly. Author Jonathan Handel is an entertainment and technology attorney. He is a graduate of Harvard College and Harvard Law School.
{"itemData":[{"priceBreaksMAP":null,"buyingPrice":6.26,"ASIN":"1441475788","isPreorder":0},{"priceBreaksMAP":null,"buyingPrice":20.15,"ASIN":"1402410603","isPreorder":0},{"priceBreaksMAP":null,"buyingPrice":65.71,"ASIN":"073556339X","isPreorder":0}],"shippingId":"1441475788::ZgDYWqrPjOJh9Ff2mRxSMmdkOWTD42aT8ptobgNw8n6NczSbnWt%2Fa3UJnXCzk03N6Kw1NxSOdipZcqQyKt9oKiquJwISbKYjI%2FJ42A2WmxFqactcGJSiBA%3D%3D,1402410603::KAhBDkKVJkz4no1KryEOvd6Nhm7AeJMnacvpDnqdoFI5OwTVE2%2BRE%2B%2BpiTJgUtjgGei%2BUbAfK6JQnzdIaeYVISAixzHs0ZqyzAnUBtR3S5I%3D,073556339X::Eca005Ba5NwFrBn0o9EZF6hyom76qwuRDWgwPoueTB%2FKRpyvaiyOcilWNzKDdW85abV5Ktr3BAJ%2FTBP%2BOMK4dn9t9GHXMpG8R5T8OwcrOuA%3D","sprites":{"addToWishlist":["wl_one","wl_two","wl_three"],"addToCart":["s_addToCart","s_addBothToCart","s_add3ToCart"],"preorder":["s_preorderThis","s_preorderBoth","s_preorderAll3"]},"currenyCode":"USD","shippingDetails":{"xz":"same","yz":"same","xy":"same","xyz":"same"},"tags":["x","y","z"],"strings":{"addToWishlist":["add to wishlist","Add both to Wish List","Add all three to Wish List"],"addToCart":["Add to Cart","Add both to Cart","Add all three to Cart"],"showDetailsDefault":"Show availability and shipping details","shippingError":"An error occurred, please try again","hideDetailsDefault":"Hide availability and shipping details","priceLabel":["Price:","Price for both:","Price for all three:"],"preorder":["Pre-order this item","Pre-order both items","Pre-order all three items"]}}
Jonathan Handel, a former computer scientist, is an attorney practicing technology and entertainment law at TroyGould in Los Angeles. His law practice focuses on the intersection of entertainment and technology, including new media. He holds an A.B. magna cum laude in Applied Mathematics (Computer Science) from Harvard College, and a J.D. cum laude from Harvard Law School. Handel has been interviewed on television, radio and in newspapers and online over 600 times. The Daily Journal legal newspaper named him one of the top 100 attorneys in California in 2008, citing his extensive media appearances regarding strikes and labor disturbances in Hollywood and the degree to which he helped shape coverage of those stories. Handel has published op-ed pieces in the Los Angeles Times and elsewhere, and blogs extensively on the Huffington Post and jhandel.com. He welcomes feedback on this book, and can be reached at jhandel@att.net.
Jonathan Handel (jhandel.com) practices transactional entertainment and technology law at TroyGould in Los Angeles and is a contributing editor for The Hollywood Reporter, where he covers entertainment labor and select other matters. He is also a former computer scientist and was involved in local politics for a decade.
Handel is the author of the forthcoming book Entertainment Residuals: A Full Color Guide, which describes the union reuse/royalty payments that are common in the entertainment industry, and the 2011 book Hollywood on Strike!, which chronicles and analyzes the Hollywood writers strike of 2007-2008 and the ensuing Screen Actors Guild stalemate that lasted through mid-2009.
Handel has been an adjunct professor at USC Law School, Southwestern Law School and UCLA Law School. He has previously worked as a talent lawyer; as associate counsel at the Writers Guild; and as a litigator.
Handel is a member of the Academy of Television Arts and Sciences, and was named by the Daily Journal as one of the top 100 lawyers in California in 2008. He has been profiled in the book social.lawyers by Jayne Navarre and by the Los Angeles Business Journal.
A magna cum laude graduate of Harvard College in applied math and computer science, Handel worked in the computer industry before, during and after college. He was also involved in local politics as an elected delegate and Democratic party committee member and in gay politics; drafted and lobbied for passage of the Cambridge, Mass. human rights (civil rights) ordinance; and served on the human rights commission that the law established to investigate and adjudicate discrimination claims.
Handel then attended Harvard Law School, graduating cum laude in 1990, and then clerked on the U.S. Court of Appeals for the Fifth Circuit. During 1992-1993, while a litigation associate at a Los Angeles firm, he concurrently served as a federal Associate Independent Counsel (special prosecutor) investigating alleged misconduct in the Bush administration.
Handel's writing has been published in/on the Los Angeles Times, Variety, The Hollywood Reporter, Los Angeles Business Journal, Daily Journal, Huffington Post, Forbes.com and IMDb.com.
Handel has appeared as a commentator on entertainment and technology legal issues and on Hollywood guilds about 750 separate times in international, national and local television, radio, print and online media, including ABC, CBS and NBC nightly news programs, Bloomberg News cable channel, New York Times, Wall Street Journal, Los Angeles Times, Variety, The Hollywood Reporter, NPR, BBC radio, local television and radio, Canadian television, wire services, The Economist, Entertainment Weekly and, notably, The Defamer and the London Star tabloid.
Handel is also the author of a short book for technology executives, entitled How to Write LOIs and Term Sheets. His article on trademark registration for movie titles was selected as the cover article of the April 2008 issue of Los Angeles Lawyer, and his law review article Uneasy Lies the Head that Wears the Crown: Why Content's Kingdom is Slipping Away, which discusses the struggle between content and technology, appeared April 2009 in the Vanderbilt Journal of Entertainment and Technology Law.
Handel has moderated and appeared on panels and presented seminars on the entertainment industry to professional audiences in Los Angeles, Park City (at the Sundance Film Festival), Nashville (at Vanderbilt Law School), Taiwan, and Havana. For several years, he taught a film appreciation and screening class (approximately 400 students) for UCLA Extension.
This is a short but powerful guide. It's sort of a checklist, except that the author explains each point. He also assists in helping you to write clearly to avoid misunderstandings, and to avoid confusion over issues. With business issues being so complicated today, LOI's are more sensible and even necessary for business executives. Until you have a deal in principle, you aren't going to spend a fortune on a law firm drafting a massive offer to purchase. It wouldn't even make sense--too many unresolved issues. This way, using an LOI drafted with the assistance of this guide, you can submit a letter outlining your proposal. If it gets accepted in principle, then you can go to the lawyers for more specific and detailed contracts. A hidden benefit: if it's a real estate deal, or financing deal, you are usually required to give a good faith deposit with your contract. Here, with the LOI, there's no deposit. Since you'll have a clause whereby both sides agree to negotiate the formal contract in good faith, you have effectively tied up the asset without a dime! That's a tremendous benefit, especially if you don't have the large deposit that some deals require. If your LOI gets accepted in principle, you have time during the negotiating ofthe formal contract, to dig up the deposit. So the LOI is indispensable for wheeler-dealers. This guide is indispensable for LOI users. Same idea of terms sheets. For those of you who might complain that there are no precedents or sample LOI's or terms sheets in the ebook, I partially concur. That's why I give it a 4 out of 5. But the author would have had to put in a ton of precedents for different situations, and expose himself to greater liability if a precedent on your niche was not applicable and you had problems. So I understand the ebook leaving out precedents. But you can get them from online legal precedent services, and probably even search engines. Google "letter of intent" and you'll see samples to use for form. Then make sure to use this ebook to fill out content and make it understandable.
Generally speaking, not so excided, but still acceptable in terms of the price. it does not go any furhter re important terms, nor does it provide any vivid example. it should be ok for a beginner who just wants to know what an LOI or term sheet is.
