Filthy McNasty

@Eli_Albrecht Good grief no and that is a hard pass at any price.

Is anyone else seeing 2-year exclusivity in an LOI? I have not seen anything more than 60-90 (30-day extensions) days in an LOI.

@Jozoken @SellersCounsel @SBA_Matthias In M&A you are paying tons of money to the owners for what they built. They should be ready to stay away from competitive ventures for 4-5 years. You are buying their agreement to stay out of your way.

I'm new to the study of law, but can't figure out what kinds of areas give legitimacy to a noncompete past 12 months, at the most. Idk about M&A but I know a few people in software who get screwed by not reading employment contracts, and get pushed out of the industry for 5 years (a lifetime in tech) over noncompetes that were only intended to prevent talent poaching. 6-12 months seems like a reasonable ask. 24 months? You're out of your mind.

The moment the non-compete terms are being questioned in an M&A deal, the best thing that you can do as a buyer is to call the deal off I’ve seen it numerous times after closing where litigation comes up specific to the non-compete. Put your foot down during the deal process and don’t budge.

@SellersCounsel @SBA_Matthias Nuance matters. Some buyers really do ask for noncompetes that, literally read, would not allow a seller to work at all, virtually anywhere. Negotiating a noncompete is not in and of itself cause to scotch the deal. Refusing one, or trying to limit to 2 years? Big problem.

@SBA_Matthias I think this is a little too generalized. Obviously if a seller is refusing to agree to a noncompete that’s one thing. But plenty of times sellers have good-faith reasons for wanting clarity and reasonableness around scope.

@blloyd8298 Friday afternoon traffic in CVille always was a dumpster fire, even 30 years ago when I last lived there, but good lord all that crap on the bypass is insane.

How’s the infrastructure in Charlottesville going?

@Eli_Albrecht Smaller the broker the worse it seems to get. Like I know what a Goldman or Morgan Stanley or Evercore letter is going to look like before I receive it. But get down to LMM and it’s Wild West.

No agreement that I have ever reviewed in all my years as an M&A lawyer has more variation and wacky provisions as a broker/investment banker engagement letter. There is no end to the absurdity that shows up in these engagement letters.

@kirkjangel iPhones offer this feature now as spam avoidance. I tried it and found it was screening client calls like that and decided to turn the feature off.

Why does everyone suddenly have voicemail filtering systems where you have to say your name and describe the reason for your call? If you set a free consultation with me and you let that system filter me out so my call is rejected, don't expect another call from me.

Extremely funny to have crapped your pants that Mamdani is going to institute Sharia Law and instead he’s just eating crunchwraps and making third generation Italian landlords fix water damage

@mountainwesttax @AdamSinger Exactly. Under our constitution we have to refund any budget surplus to taxpayers and essentially cannot run a deficit and any tax increases require a voter referendum. And while we have our government efficacy issues, at least we aren’t run by the Taliban.

@AdamSinger @FilthyMcN We’re a fairly middle of the road/low tax state

which way western woman

@EndresenHeather At Denver airport there are donation bins set up as a mini food bank

Just was told TSA employees can’t accept tips/cash. So Congress is holding their paychecks hostage AND won’t allow us to tip them. 😡

@AdamSinger @mountainwesttax LOL but it will take her personhood and rights.

@mountainwesttax You can get a larger, nicer house than this for like half the cost in Texas. And our government isn't eventually going to take all your income

@HOFS0T0 @MIK3MCDANIEL yeah but he hit it

@MIK3MCDANIEL Kyle Guy was hittin straight bullshit

Virginia 2019 natty run some of the fakest shit i’ve ever witnessed first hand

@CutsfromCorner Great post. One opportunity for improvement — He needs to channel that edge into his play in the court and not let it spill over into dumb technical fouls when he gets frustrated by an opponent.

This season, but you saw that competitive fire simmering right at the top all season - sometimes a little too much - but I liked the edge. As a 6'7" sharpshooter able to play either guard position, he offered a ton of positional flexibility - but it should be noted the

Sam Lewis appreciation post: Sam was our first transfer portal player under Odom - willing to take that leap of faith - and now, he's been the first player to, without caveat, say he's returning next year. Sam is a more soft-spoken guy than some of his counterparts (1/4)

@mmsmithlegal @DietCoke_Esq

@DietCoke_Esq No explanation is forthcoming. 😅

I’m going to look as wasian as possible for the airport tomorrow so I don’t get deported hahaha (nervous laugh)

@Acyn what the hell kind of shirt jacket is Gutfeld wearing?

Watters: Trump said he’s negotiating with the Iranians and Iranians say, no we're not. And the media believed the Iranians. Obviously they're lying to look tough.

@blloyd8298 I love my wahoos and am bummed they couldn't pull this one out but that is absolutely not a travel. He takes two steps after gathering the ball. That is not a travel by any definition I am aware of. Foul is arguable (and if no foul, Estrella is hammering de Ridder)

Still can’t believe a travel wasn’t called and somehow a foul on UVa was called. Insanity

@SellersCounsel While it can provide that kind of springboard, it is not necessary to go to BigLaw to get that springboard either.

Seen a lot of talk on here lately in response to the K&E numbers saying how flexibility and time with family are worth way more than a career in BigLaw But to you law students or young lawyers out there, don’t forget that all the people saying that only are able to do what they do because of spending a few years grinding in BigLaw Sure its a lifestyle that very few want long term but its the best springboard for your career in almost every way

@jenbegakis @runaway_vol Remembering that scene from Game of Thrones where Lady Olenna explains the new family tree: youtu.be/y-LzdZ2eBC4?si…

this is my uncle-brother, and his grandfather-cousin

@THEJaxEsq @CarolWalshReal1 Probably only for people who pony up for X premium

@CarolWalshReal1 You have to click into the comment (or I do)

I see the dislike button is now available. Use your new power for good, not evil.

@CutsfromCorner I’d like him to be more aggressive in the post instead of holding the ball, waiting, then backing his man down slowing. Allows the defense to get set. He dribbled right into help multiple times. Needs more spin and footwork moves.

Both Duke and Wright State collapsed on TDR’s post game. If that continues, I’d like to see us be more intentional in both going to it and playing out of it with movement and actions away from the ball designed to take advantage of the help.

because I worked with many of the same clients and was a Private Equity Mergers & Acquisitions lawyer, they skipped me right to the end of the interview process. I didn't need to submit any materials, a resume or anything. just show up at 300 N LaSalle the next morning. 2/

here's my Costco interview story: 1/