Exit Your Business

Explore legal issues of a business breakup caused by a deadlock among owners

I love representing sellers of small businesses. The first transaction I led as a young lawyer was the sale of an egg farm for about $10...

When you buy or sell a small business, your letter of intent and purchase agreement will typically establish a closing date - a specific...

Buyers and sellers of small businesses often ask me what I will do for them if they engage me to represent them in the transaction. I...

Sellers often ask if they can get their costs and expenses (e.g., accountant's fees, attorney's fees, etc.) paid or reimbursed if the...

Yes and no. Some provisions in a letter of intent should be binding, while others should not, and the letter of intent should clearly...

If you are selling a small business, the buyer might ask you to take a promissory note from it for part of the purchase price. This is...

Most of the deals I close use a Letter of Intent (LOI). Technically, the law does not require you to use an LOI, but here are some things...

When I was a younger lawyer, the partner I worked for assigned me to be the lead lawyer on my first M&A deal. We were representing the...

You might think that the lower the purchase price of a business or real estate, the lower the legal fees. In other words, you might...

You might be asked to sign a confidentiality or non-disclosure agreement if you are exploring the purchase or sale of a business, a joint...

Deals have lots of moving parts, no matter the size of the business or the size of the deal. Lots of issues move simultaneously. Losing...

Are contracts a valuable asset of the business you are buying or selling? If so, you need to make sure those contacts can be transferred...

The purchase or sale of most businesses will involve transferring intellectual property ("IP") rights - i.e., patents, trademarks,...

One of the biggest challenges for an entrepreneur is finding the money to do a deal. I spoke to the Entrepreneurship Through Acquisition...

When you sign a contract, do you need to have an "original" - i.e., one contract with the original signatures of all the parties - for it...

Lawyers often draft contracts with attached exhibits to simplify the contract language by moving details out of the body of the contract...

I was working on my first deal as a young lawyer. I represented the buyer. The lawyer representing the seller drafted the purchase...

You're buying a business or real estate. Your purchase agreement says you're going to close on a particular date. You probably won't....

Sellers sometimes regret selling their businesses. This is especially true when the seller is the founder. It's hard to let go. You might...