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loanranger

07/07/19 4:39 PM

#267042 RE: BonelessCat #267035

"If a term sheet is still effective, why would one expect a notice of any kind?"
I'm pretty sure I didn't say that I thought one should expect any kind of notice. IIRC the non-binding term sheet was announced on 5/16 and mentioned 5 days later ("works towards finalizing a definitive agreement"). Someone asked "What possible update could Leo give regarding the term sheet(s) that would not cross over the line regarding the secrecy clause in such dealings?" and it seems to me that a simple statement along the lines of "negotiations are ongoing" might be helpful 6 weeks after the last mention. The fact that they have no obligation to provide that kind of vague notification, if true, doesn't make it a bad idea. Most NDA language allows for such things if approval of the language of the notice is received in advance from the other party and since the other party is anonymous it's not likely that that approval would be withheld***.

"Do you have evidence that a term sheet expired or canceled?"
The latest term sheet? Of course not. I wouldn't keep that a secret :o)
That said, I've already posted what I believe to be reasonable circumstantial evidence that the eleven month old term sheet has met its demise. If one was to accept that that is the case, then the fact that the Company allowed the termination (however it occurred) to go by without mention strongly suggests that they could do it again.
The fact that less than 60 days have passed since the date this latest non-binding term sheet was announced (we weren't told WHEN it was signed: "the Company has signed a non-binding term sheet") suggests to me that it's probably still in place.

ps. Is "material proof" really a thing?



***Not directly on point, but close:
"Both parties agree to keep the terms of this term sheet confidential in accordance with the confidentiality agreement entered into by BIGPHARMCO and (DATE.) Furthermore, neither nor BIGPHARMCO will make any public announcement or otherwise disclose to any third party the existence of this term sheet or the fact that discussions concerning a potential collaboration are taking place without the express prior written consent of the other party. "
https://www.bio.org/sites/default/files/files/TERM%20SHEET%20EXAMPLE_CUPIT%20AND%20SINATRA.pdf