Discover the critical lessons from a real M&A legal dispute where a seller’s failure to adhere to post-closing dispute procedures led to significant financial consequences. This blog delves into the importance of indemnification provisions, the role of representations and warranties,…
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M&A Seller Learns a Painful Lesson on Defending Indemnification and Setoff Claims
Posted in indemnification, objection -reasonable detail, timely objection to indemnification claim Tagged with: Alabama Supreme Court ruling, Alabama-based business, asset purchase agreement, asset recovery, brake-plate facility, Breach of contract, Business acquisition, business legal lessons, buyer protections, Buyer-seller disputes, environmental issues in M&A, Financial difficulties, hidden business problems, Indemnification claims, legal fees in M&A, legal recourse in M&A, M&A agreements, M&A industry, M&A legal disputes, M&A transaction procedures, Post-closing disputes, representations and warranties, Seller obligations, setoff claims, South Korean customer, vendor invoices
Legal Clash: M&A Buyer and Seller Tangle in Federal Court Over Post-Closing Payment Dispute
Dive into the realm of M&A legal intricacies with our latest blog post, ‘Legal Clash: M&A Buyer and Seller Tangle in Federal Court Over Post-Closing Payment Dispute.’ Explore the nuances of acquisition agreements, post-closing conflicts, and federal court litigation as…
Posted in Problems with Deferred Purchase Price, Problems with description of purchase price Tagged with: Acquisition Agreements, Buyer-seller disputes, contract ambiguity, contract law, federal court litigation, Legal battles, legal conflicts, legal drafting, litigation resolution, M&A legal, M&A litigation, Post-closing disputes, Purchase agreements, termination clauses
A BADLY DRAFTED EMPLOYMENT AGREEMENT WITH SELLER’S OWNER ENDS UP IN COSTLY LITIGATION BETWEEN THE BUYER OF SELLER’S BUSINESS AND SELLER’S OWNER
The buyer hires the seller’s owner to be its vice president of sales, under a 5-year employment agreement, with the buyer’s right to terminate for cause. The agreement also gave the buyer the right to fire the seller’s owner at…
Posted in Problem with seller owner's competition, problems with seller's employees Tagged with: Appellate court decision, Buyer-seller disputes, Employment agreement, Employment contract, Employment termination, Litigation costs, M&A litigation, Non-competition covenant, Seller's owner, Termination for cause
When Setoff Applies in Asset Purchase Agreements for Indemnification Claims
Explore the complexities of setoff in asset purchase agreements for indemnification claims. Learn how post-closing payments can be impacted by unresolved issues between buyers and sellers. Case analysis included. March 19, 2020 Introduction: After acquiring a business, buyers sometimes uncover…
Seller’s Indemnification Cap Dispute: What Entrepreneurs and Investors Should Know
Explore the intricacies of indemnification caps in M&A deals. Learn about a real case involving a private equity firm, a $2.25 million dispute, and the importance of clarity in asset purchase agreements. M&A Stories May 21, 2019 Introduction: In the…
Posted in asset purchase agreement, excluded or retained liabilites, indemnification cap, post closing covenants Tagged with: asset purchase agreement, Asset purchase agreements, business litigation, Buyer-seller disputes, Contaminated chemical inventory, Entrepreneurial insights, excluded liabilities, indemnification cap, Indemnification caps, indemnification for covenant breaches, Indemnification for representation and warranty breaches, Legal clarity in contracts, Legal counsel in M&A, M&A best practices, M&A case study, M&A legal dispute, Main Market Partners v. Olon Ricerca Bioscience, post closing covenants, Private equity in M&A, retained liabilities
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