Engagement Letter (IPO)

This precedent is an engagement letter for an initial public offering ("IPO"). This engagement letter can be used for an IPO conducted on the basis of a firm commitment or best efforts underwriting. This precedent includes practical guidance, drafting notes, alternate clauses, and optional clauses. Once an underwriter is selected, or a lead underwriter is selected when there is a full underwriting syndicate, the issuer and the underwriter will negotiate the principal terms of the IPO. These terms are often set out in an engagement letter or a letter of intent. The language within engagement letters can be relatively standard, but it is important to carefully review the terms to ensure they reflect the intended terms of the transaction. While underwriters can proceed without an engagement letter, this can expose them to certain risks if the IPO is not completed. In particular, underwriters will want to be careful to ensure they will get paid for services incurred before the underwriting...