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PLAYBOOK TEMPLATES
Letter of Intent (LOI)
A Letter of Intent expresses preliminary terms for a potential transaction, outlining intent before formal contracts. This playbook clarifies binding vs. non-binding provisions and confidentiality obligations.
Governing Law & Dispute Resolution
Negotiation strategy
Negotiate for a jurisdiction with favorable legal precedents and efficient court systems. Ensure arbitration awards are enforceable in the chosen jurisdiction.
Advocate for a neutral jurisdiction that balances interests. Ensure the dispute resolution process is cost-effective and timely.
Essential elements
1
Governing Law Clause
Specifies applicable legal jurisdiction.
2
Dispute Resolution Clause
Outlines arbitration or mediation process.
3
Jurisdiction Clause
Defines court jurisdiction for disputes.
Action framework
ACCEPT
Propose edits if the jurisdiction is unfavorable or the dispute resolution process is unclear.
EDIT
Reject if the clause imposes unreasonable legal risks or costs.
ADD
Add if clauses are missing or incomplete, ensuring clarity and enforceability.
PRO TIP
Always verify the reputation and rules of the specified arbitration institution.
Real-world examples
FAVORABLE
Preferred New York Governing Law
"This Agreement shall be governed by and construed in accordance with the laws of New York, without regard to its conflict of law principles."
NEUTRAL
Template Governing Law Clause
"This Agreement shall be governed by and construed in accordance with the laws of [State/Country], without regard to its conflict of law principles."
UNFAVORABLE
Unclear Dispute Resolution Process
"Disputes shall be resolved as agreed by the parties, without specifying a clear process."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, ensure the governing law and dispute resolution clauses are robust to handle potential complexities and liabilities.
Cross-Border Transactions
For cross-border deals, select a neutral jurisdiction and international arbitration institution to mitigate bias and enforceability issues.
Long-Term Contracts
In long-term contracts, include provisions for periodic review of governing law and dispute resolution mechanisms to adapt to changing circumstances.
Access all other DocJuris Playbooks
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WEEK 1
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WEEK 2
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WEEK 3
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Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
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