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Mitigating Buyer Risks in M&A: Managing Asset Seller Liabilities

Posted on April 29, 2024 by mklaw_admin

Explore the intricate world of M&A in our latest blog, where we delve into buyer risk mitigation and seller liability management in asset acquisitions. Join us as we dissect real cases, like the recent dispute over undisclosed software fees in…

Posted in problems with seller nondisclosure Tagged with: Asset acquisition, asset purchase agreement, Breach of Representations, Budget Overruns, Business acquisition, business contracts, Buyer Risks, Case Study, contractual disputes, Disclosure Requirements, due diligence, Legal precedent, Litigation strategy, M&A legal, New York law, purchase price adjustment, seller liabilities, seller nondisclosure, Software License Fees, User Fees, Warranties

Can Buying a Business’s Assets Make You Responsible for Existing Contracts?

Posted on May 4, 2020 by mklaw_admin

Explore the legal implications of purchasing a business’s assets instead of the entire company. Learn how seemingly innocuous actions can lead to contract assumption and potential liabilities, as illustrated by a real case involving a bar purchase in Boise. May…

Posted in asset seller's liabilities, implied assumption of seller contract/liability Tagged with: Alsco Inc. v. Fatty’s Bar LLC, asset purchase, Business acquisition, business contracts, business law, business liabilities, buyer behavior, buyer responsibilities, contract assumption by conduct, contract law, existing contracts, Idaho Supreme Court, legal case study, legal implications, M&A

Franchisee’s Struggle: A Cautionary Tale for Business Owners

Posted on July 7, 2019 by John McCauley

Explore a cautionary tale of a failed restaurant franchise sale due to contractual disputes with the franchisor. Learn the importance of resolving legal issues before selling your business in this M&A case study. July 7, 2019 M&A Stories Introduction: In…

Posted in approval of franchisor, asset purchase agreement, franchise sale, integration clause, no oral modifications of contract Tagged with: asset purchase agreement, business contracts, business litigation, business ownership, Business Sale, Business Transactions, Case Study, contractual disputes, Court decision, franchise agreements, franchise laws, franchisee, franchisor, integration provision, legal battle, legal issues, M&A, restaurant franchise, Tim Hortons

Asset Buyer’s Risk in Unassumed Seller Contracts: A Cautionary Tale

Posted on May 28, 2019 by John McCauley

Explore the potential risks faced by asset buyers when dealing with unassumed seller contracts in the world of mergers and acquisitions. Learn from a cautionary tale involving a buyer, a seller, and a critical contract dispute. M&A Stories May 28,…

Posted in asset purchase agreement, assignment of contracts, assumed liabilities, assumption of a contract, consent to assignment, due diligence Tagged with: Asset Buyers, asset purchase agreement, assignment of contract, business contracts, Buyer's responsibility, case reference, consent to assignment, contract assignment, contract dispute, due diligence, indemnification, Legal Risks, M&A, Mergers and Acquisitions, negotiation, North Dakota, oil and gas industry, Peterson v. Murex Petroleum Corporation, post-closing actions, seller contracts, unassumed contracts

Enforcing Noncompetition Agreements in Business Asset Sales: A Legal Insight

Posted on October 29, 2018 by John McCauley

Explore the legal intricacies of enforcing noncompetition agreements in M&A transactions. Delve into a recent case where a buyer’s right to enforce a non-compete clause was contested after the sale of business assets. Gain valuable insights into contract acquisition, potential…

Posted in Assignment, assignment of contracts, covenant not to compete Tagged with: asset purchase agreement, Atronix v. Morris - Supreme Court of New Hampshire, Business Asset Sales, business contracts, Business Sale, Buyer's Rights, buyer's scrutiny, California noncompetition agreements, consent requirements, contract acquisition, intellectual property licenses, Legal Blog, legal insight, M&A legal, M&A stories, Noncompetition agreements, state-specific nuances

Federal Court Rules on Whether M&A Asset Buyer Is Subject to Seller Injunction

Posted on July 10, 2018 by John McCauley

Explore the legal intricacies of M&A asset acquisitions with our latest blog post on the federal court ruling in ADT LLC v. NorthStar Alarm Services, LLC. Uncover buyer responsibilities, liability nuances, and the impact of seller federal injunctions in this…

Posted in post asset purchase issues, seller's federal injunctions Tagged with: ADT case, ADT LLC v. NorthStar Alarm Services LLC, ADT vs. NorthStar Alarm, asset acquisitions, asset purchase agreement, business contracts, business decisions, business law, business stakeholders, buyer accountability, buyer notice, buyer responsibilities, case analysis, Court decisions, de facto merger doctrine, Federal court ruling, federal trademark laws, injunction implications, Legal Developments, legal obligations, Legal Precedents, liability nuances, M&A legal, security industry, seller federal injunctions

Asset Buyer Responsible for Liability of Unpurchased Seller Division

Posted on July 5, 2018 by John McCauley

Explore the legal intricacies of M&A in our latest blog post, “Asset Buyer Responsible for Liability of Unpurchased Seller Division.” Dive into a real-life case, Intuitive Surgical Operations, Inc. v. Midbrook, LLC, that sheds light on the critical importance of…

Posted in buyer's assumption of seller liabilities in asset acquisition Tagged with: Asset Buyer Liability, Asset purchase agreements, Assumed liabilities, business contracts, Buyer Obligations, Buyer's responsibility, CFOs, Contractual obligations, creditor lawsuit, defaulted loan, entrepreneurs, excluded divisions, financial implications, Intuitive Surgical Operations Inc. v. Midbrook LLC, legal entanglements, legal foresight, Legal intricacies, Legal lessons, legal ramifications, M&A Case, M&A Transactions, Post-closing disputes, precision in drafting, wealth advisers

Blog Archives

Mitigating Buyer Risks in M&A: Managing Asset Seller Liabilities

Can Buying a Business’s Assets Make You Responsible for Existing Contracts?

Franchisee’s Struggle: A Cautionary Tale for Business Owners

Federal Court Rules on Whether M&A Asset Buyer Is Subject to Seller Injunction

Asset Buyer Responsible for Liability of Unpurchased Seller Division

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