Law360, New York ( March 16, 2017, 1:30 PM EDT) -- Abraham Lincoln is credited with the observation that calling a calf's tail a leg does not mean the calf now has five legs. The calf's tail does not change its nature or function simply because we decide to call it a leg. In the same way, a writing that objectively manifests agreement on all essential terms may well be a contract despite efforts to label it otherwise. Indeed, one of the more litigated issues in transactional law is whether parties to a writing evidencing preliminary intent to proceed with a proposed transaction actually contracted and, if so, to what extent. Two recent cases, one from England and one from New York, illustrate the difficulty this issue can present to deal professionals and their counsel....