The asset purchase agreement did not say that the unused portion of the deposit was to be returned to the seller. The court said the unused portion of the deposit was refundable and a refund two years after the closing…
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NONCOMPETE PAYMENTS IN M&A DEALS: BUYER OBLIGATIONS EVEN AFTER SELLER’S DEATH
Learn about the recent ruling by the Alabama Supreme Court on noncompete payments in M&A deals after the death of the seller. Discover the importance of clear terms in noncompete agreements to avoid disputes. M&A Stories May 12, 2021 Introduction:…
Posted in covenant not to compete, death of seller's impact upon noncompetition payments Tagged with: Alabama Supreme Court, Boyd v. Mills, Buyer Obligations, death of seller, goodwill protection, legal battle, M&A, Mergers and Acquisitions, noncompete agreement, noncompete payments, personal service contracts, seller's death
Legal Dispute Over Earnout: Lessons for Business Sellers
Explore the intricacies of a recent M&A case involving a privately held PR firm and a New York City-based buyer. Delve into the background, the unfolding dispute, the court’s ruling, and the implications for sellers considering earnouts. Learn valuable lessons…
Posted in earn outs Tagged with: Business acquisition, business litigation, business sellers' consideration, Buyer Obligations, Buyer-seller disagreement, Court ruling, earnout case, earnout lessons, Earnout Payments, Hoffman v. Nutmeg Music Inc., M&A legal dispute, risks of earnouts, seller's management style, stock purchase agreement, target client net revenues
Asset Buyer Responsible for Liability of Unpurchased Seller Division
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
Buyer Breach of Required Insurance Provision in Acquisition Documents Result in Punitive Damages
Dive into a cautionary M&A tale emphasizing the significance of contractual compliance. Explore a legal case where a buyer’s breach of insurance provision in acquisition documents led to punitive damages. Learn valuable lessons on the importance of adhering to contractual…
Posted in insurance requirements, punitive damages Tagged with: Acquisition Documents, actual-cash-value insurance, business law, Business Transactions, Buyer Obligations, Case Study, Contractual Compliance, Contractual obligations, Court Case, industry compliance, Insurance Coverage, Insurance Provision, Legal Disputes, Legal lessons, Legal Liability, M&A legal issues, Mergers and Acquisitions, Punitive damages, replacement-value insurance, Risk mitigation, Seller Rights
Buyer’s Obligations Beyond the Dotted Line: Understanding Contractual Assumptions in M&A
Dive into the intricate world of mergers and acquisitions with our latest blog post. Explore the nuances of contractual obligations beyond the dotted line, as revealed in a compelling federal district court case. Discover how buyers can find themselves bound…
Posted in post asset purchase issues Tagged with: Alabama federal district court, Arbitration provision, asset purchase agreement, buyer actions, Buyer litigation, Buyer Obligations, buyer responsibilities, buyer vigilance, contractual bond, contractual entanglement, contractual obligation, Contractual obligations, federal district court case, inherited contracts, legal implications, legal ramifications, legal recourse, M&A case study, M&A legal topics, Mergers and Acquisitions, mutual assent, PCS Health Systems, pharmaceutical benefits management services, post-acquisition landscape
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