Explore the complexities of M&A restrictive covenants in our latest blog post, “M&A Buyer’s Restrictive Covenants Tested Under Delaware Law.” This post delves into a recent case involving a strategic acquisition in the timberland management and forestry consulting industry. The…
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M&A Buyer’s Restrictive Covenants Tested Under Delaware Law
Posted in noncompete area, noncompetition covenant term, nonsolicitation of employees and customers, problems with noncompetition covenants, restrictive post-closing covenants Tagged with: appraisal services, asset purchase agreement, blue penciling, business goodwill, competitive business practices, Corporate Law, Court decisions, cross-border agreements, Delaware law, Employment law, enforceability, forestry consulting, legal analysis, M&A legal disputes, M&A Transactions, non-compete clauses, non-solicitation clauses, Preliminary injunction, Restrictive covenants, strategic acquisition, timberland management
Franchise Buyer’s Fraud Claim Impacts Seller’s Collection Efforts
Explore a complex M&A case where a buyer’s fraud claim challenges a promissory note, leading to a legal battle and an important court decision. Gain insights into the interconnection of purchase agreements, note obligations, and fraud allegations. July 8, 2019…
Posted in asset purchase agreement, fraud in business sale, promissory note, rescission Tagged with: asset purchase agreement, Buyer's Rights, Court decisions, due diligence, Franchise buyer, Fraud allegations, legal battle, LLC, LLC v. JB2 Fitness, M&A Case, New York law, promissory note, Rescind transaction, Seller's collection efforts, Summary judgment, Viveros Fitness, Warranty claims
Legal Lessons from M&A: Navigating Risks in Minority Business Participation Programs
Explore a recent M&A case where a Spanish conglomerate faced post-closure challenges due to federal law violations in a New York-based construction company. Gain insights into the importance of due diligence in navigating risks associated with minority business participation programs…
Posted in due diligence, minority business participation program, no pending government investigations or inquiries, representations and warranties, stock purchase agreement Tagged with: Business Compliance, Construction Industry, Court decisions, due diligence, Federal Law Violations, Government Investigations, Legal action, Legal lessons, M&A, Metropolitan Transit Authority, Minority Business Participation Programs, New York City Department of Environmental Protection, risk management, Schiavone v. Dragados SA, stock purchase agreement, Third Circuit
Maryland Court Upholds Forum Selection Clause in M&A Dispute
Explore the Peterson v. Evapco, Inc. case where a Maryland court enforced a forum selection clause in an M&A legal battle. Understand the implications of forum selection clauses in confidentiality agreements and their impact on non-signatories involved in business transactions.…
Posted in covenant not to compete, enforce against nonparty, forum selection clause, nondisclosure agreement Tagged with: appellate court, Business Transactions, buyer-seller relationship, case reference, commercial HVAC industrial process power industrial refrigeration markets, competition prohibition, confidentiality agreement, contractual arrangements, Court decisions, dispute resolution, Forum selection clause, John McCauley, Legal action, legal development, legal implications, M&A agreements, M&A legal battle, Maryland court, Maryland law, Maryland state court, noncompetition agreement, Personal Jurisdiction, Peterson v. Evapco Inc.
Key Employee’s Oral Promise Falls Short in M&A Case
Explore the legal challenges faced by a Pepperell, Massachusetts-based online retailer in retaining a key employee in this M&A tale. Delve into negotiations, oral promises, and court decisions, emphasizing the importance of formal agreements with key employees in business sales.…
Posted in key employees of target, stay bonus Tagged with: Business Sale, business sale process, conditional bonus, Court decisions, key employee, Legal Challenges, Lockwood v. Madeiros LLC, M&A Case, Massachusetts law, negotiations, oral promise, post-sale revenue growth, sales proceeds, sharing sales proceeds with key employees, stay bonus
Unraveling Deceptive Practices in M&A: Lessons from Sharma v. USA International, LLC
Explore the intricate world of M&A with our latest blog post, “Unraveling Deceptive Practices in M&A: Lessons from Sharma v. USA International, LLC.” Delve into the cautionary tale that emerged post-acquisition, revealing the legal battle stemming from misrepresented sales figures…
Posted in due diligence, fraud in business sale Tagged with: acquisition pitfalls, Auntie Anne’s franchise, boardroom insights, Business acquisition, business ethics, business ownership, business pitfalls, CFO guidance, Checkers franchise, Court Case, Court decisions, deceptive practices, due diligence, financial discrepancies, financial scrutiny, Legal action, legal battle, Legal lessons, legal scrutiny, M&A, M&A Transactions, Mergers and Acquisitions, real-world lessons, Sharma v. USA International LLC, USA International LLC
Federal Court Rules on Whether M&A Asset Buyer Is Subject to Seller Injunction
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
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