Reply to thread

Message: <blockquote data-quote="ml_vk2022" data-source="post: 130171" data-attributes="member: 20379">Q1- streamlines and consolidates downstream markets in allowing developers to make games that support a substantial number of players and huge environments. Note: Digion has patented cloud technology software that allows developers to make games but they do not own software to help developers host multiplayer servers.- achieves economies of scale in reducing R&D efforts through knowledge acquisition and IP acquisition of Immersive Ltd- ultimately captures new opportunities for growth for Digion through vertical integrationQ2Convince Elena to keep Tristan for now as he is a key asset, being a vice-president but concedes accepting Tristan means his contract will include more control clauses- insert a unilateral non-solicitation clause in Tristan’s employment contract with Digion + relevant non-solicitation / non-complete clauses in SPA AND an NDA specifying this during discussions of a potential transaction during this period- include a 6-12 month look-back period (i.e., time starts running against him prior to solicitations or hiring) of former employees- include a second carveout to include all of Digion’s current employees, to start running when Digion start becoming aware of such solicitations, in connection with its evaluation of a potential transaction w/ Immersive LtdQ3Clause 5 are condition precedents. The purpose of Clause 5 is to provide stipulations that Immersive Ltd must satisfy before any deal can proceed. Failure to satisfy any of Clause 5’s sub-clauses means Digion can walk away without suffering loss or liability.Q4If I were to represent Immersive Ltd as its lawyer, ways I could limit its liability include:(a) include a disclose letter process so that Digion enters the deal knowing some of Immersive Ltd’s liabilities are known to both parties, reducing the risk Digion can lodge a claim post-completion(b) insert a clause on a time limit for making claims IF a warranty or indemnity breach was found(c) cap on the amount claimed IF Digion was successful in establishing its existenceQ5- Homebase in advising English law which means implications in the wording used (i.e., reasonable commercial efforts vs best endeavours) in the SPA are clear and known- “exclusive jurisdiction” also adds extra weight in finding favour that English law and English courts would hear any eventual dispute</blockquote>

Verification: Our company is called, "The Corporate ___ Academy". What is the missing word here?

Top Bottom

Search

Search

Reply to thread