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After the dust has settled from this appellate decision, Blair's executives call you to say: We can't get burnt like that again. We spent a

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After the dust has settled from this appellate decision, Blair's executives call you to say: \"We can't get burnt like that again. We spent a fortune on lawyers, lost whole days in deposition prep, waited years, and then settled for way less than we deserved. Obviously we will never accept a standard like \"substantive discussions' again. But we have another problem. Almost every client strikes out clauses (1) and (i1) of our form agreement's termination provisions, just like Spectra did and we're not even sure those clauses would have helped us win against Spectra. Our bankers have given up on even asking prospective clients for clauses (1) and (i1) it's a waste of time. We need you to come up with a new standard that gets us paid reliably when we leverage our industry contacts by calling them and getting into the sort of back-and-forth the junior bankers got into with Transcontinental. It has to be predictable I don't want any more lawyers digging up competing dictionary definitions on our dime. And listen: it has to be palatable to our prospective clients, something that won't scare them away and make them think we're just greedy bankers. It has got to come across as fair: [ don't want clients going to our competition because your language is too harsh or hard to understand. I just want to be protected from losing another fee, post- termination, if our team calls on another Transcontinental. Got it?\" Draft a new provision based on this request. Think about how you can use the description of sell-side banking practice on pages 766-67 to help. Use the drafting from the Spectra agreement as the starting point: ...if the Company shall consummate any Possible Transaction within twelve months following such termination with any party with which Blair or the Company has directly or indirectly held substantive discussions prior to such termination, then Blair shall be entitled to the full amount of the fee contemplated by the last sentence of Section 2 hereof. Do not exceed 75 words. Less is more, if it is enough. While you're at it, fix the drafting mistake that was the basis of Spectra's first affirmative

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