Sign only if you wish to be bound

Contracts

It is a common practice in certain sectors where parties enter into a short form agreement, typically a letter of offer or letter of award which requires the parties to enter into an agreement within a specified period of time. The second agreement sets out the detailed terms and conditions. Such practice is commonly seen in banking facility agreements and construction related agreements.

The terms and conditions of the letter of offer or letter of award are usually legally binding and incorporated into the detailed agreement.

Parties should check the terms and conditions of the letter of offer or letter of award carefully and sign only if they agree to the terms and conditions.

They should not sign the letter of offer or letter of award thinking that they could change the terms and conditions later when they enter into the detailed agreement.

Once accepted, any amendment to the terms and conditions of the letter of offer or letter of award is subject to the other parties’ consent, which may not necessarily be forthcoming.

#malaysiancorporatelawyer

#thinkbeforeyousign

This post was first post on Linkedin on 24 February 2021.

Linkedin Post
Plan the exit before investing as a shareholder

When investing in a company, whether as a founder, co-founder, or strategic investor, most people focus on the business plan, the valuation and the growth potential. One question that is often overlooked: How can a shareholder exit this company, and under what terms?  Share transfers and shareholder exits often happen …

Linkedin Post
Structuring shareholding in companies

Structuring shareholding affects shareholders’ control, rights and exit. The type of shares issued determines: · Who makes decisions · Who gets paid (and when) · Who gets what rights Below is a concise overview of two type of shares and how they serve different purposes: Ordinary Shares The most commonly issued type of …

Linkedin Post
Getting into the details to make a deal work

A big part of my role as a corporate lawyer has been listening to clients explain the commercial terms they want in their deals. The next step is asking the right questions that make those terms work in the real world. Sometimes the parties have a general idea of the …