News & Analysis as of

Indemnification Purchase Agreement

Hendershot Cowart P.C.

Business Purchase Agreements: A Road Map to Successful M&A Transactions

A business purchase agreement outlines the terms and conditions of the purchase and sale of a business (or its assets), including: •The exact nature and extent of what is being sold; •The responsibilities of the parties...more

Goulston & Storrs PC

Indemnification as an Exclusive Remedy (UPDATED)

Goulston & Storrs PC on

Market Trends: What You Need to Know - As reflected in the American Bar Association's Private Target Mergers and Acquisitions Deal Point Studies: Over the time period covered by the nine ABA studies (2005-2021), the...more

Davis Wright Tremaine LLP

The Ins and Outs of Indemnification

This is the fifth article in our series on selling the family business. For a refresher on how we got to this point, read our previous articles on letters of intent, marketing, and preliminary diligence....more

Goulston & Storrs PC

Damage Mitigation Provisions

Goulston & Storrs PC on

Market Trends: What You Need to Know - As shown in the American Bar Association's Private Target Mergers and Acquisitions Deal Point Studies - Inclusion of damage mitigation provisions in merger and acquisition...more

Chambliss, Bahner & Stophel, P.C.

Mergers and Acquisitions - Key Issues in Today's M&A Deals

From regional to international $5-$100+ MM deals, our M&A team has extensive experience working with buyers, sellers, and investors on a wide variety of transactions in various industries including manufacturing, health care,...more

Goulston & Storrs PC

Indemnification as an Exclusive Remedy

Goulston & Storrs PC on

Market Trends: What You Need to Know - As reflected in the American Bar Association's Private Target Mergers and Acquisitions Deal Point Studies... Originally published by Bloomberg Law....more

Morris James LLP

Court Of Chancery Applies Limitations Outside Of Arbitration

Morris James LLP on

HBMA Holdings LLC v. LSF9 Stardust Holdings LLC, C.A. 12806-VCMR (December 8, 2017) - This decision illustrates the dangers of not following the limited contractual time to file a dispute and instead relying on an...more

Farrell Fritz, P.C.

Pleading Equitable vs. Contractual Indemnification

Farrell Fritz, P.C. on

Can a claim for equitable or common-law indemnification co-exist with a claim for express or contractual indemnification? In Live Invest, Inc. v. Morgan Justice Emerson says “no”, when the claim seeks to recover for the...more

Dechert LLP

Global Private Equity Newsletter - Fall 2017 Edition: The Dangers of Undefined Fraud Carve-Outs and “Inelegant Drafting”

Dechert LLP on

Crucial to any private equity seller is certainty: the certainty that a sale will be consummated at an agreed price and that any potential post-closing liability is fully understood in advance of distributing proceeds to...more

Mitchell, Williams, Selig, Gates & Woodyard,...

Identifying and Addressing Environmental Issues in Petroleum Marketing Agreements (“Presentation”)

The Arkansas Oil Marketers Association Environmental Workshop was held on August 30th in Little Rock. I undertook a presentation titled: Identifying and Addressing Environmental Issues in Petroleum Marketing...more

Ward and Smith, P.A.

Indemnification Obligations and the Purchase or Sale of Your Business: Why Should You Care?

Ward and Smith, P.A. on

What Is An Indemnification Obligation? - In the simplest sense, indemnification obligations protect one party to a contract against claims that arise after a transaction that should be the other party's responsibility. ...more

Morris James LLP

Superior Court Limits Contractual Indemnification To Third Party Claims

Morris James LLP on

This decision holds that a general obligation to indemnify another party to a contract applies only to claims filed by a third party and not to claims between the parties to the contract itself. Hence, if you want to cover...more

Brooks Pierce

The Best of Intentions: Letters of Intent in the Sale of a Business

Brooks Pierce on

The sale of a business often takes several months and generates huge amounts of paperwork. The process culminates in a purchase agreement typically exceeding fifty single-spaced pages full of dense wording....more

Stinson - Benefits Notes Blog

More Withdrawal Liability for Unsuspecting Business Owners

I recently blogged about a Seventh Circuit Court of Appeals decision that tagged a buyer of the assets of a company contributing to a multiemployer plan with withdrawal liability that the seller had not paid. A recent Ninth...more

Faegre Drinker Biddle & Reath LLP

Rep & Warranty Insurance: Negotiation Tips and Market Trends

Representation and warranty insurance (R/W insurance) continues to gain momentum. As recently as two years ago, presenting a R/W insurance policy was a way to enhance the attractiveness of a bid in a competitive auction. ...more

Goodwin

Key Issues in Drafting Indemnification Clauses

Goodwin on

Many agreements involving stock or asset purchases contain indemnification clauses – that is, clauses under which one party to the agreement promises to indemnify the other party in the event of future losses arising from the...more

Mintz

Purchase Agreements – Interview with Stephen Gulotta, Managing Member, Mintz Levin's New York Office

Mintz on

Attorney Stephen Gulotta, Managing Member of Mintz Levin's New York office, discusses the key elements in a purchase agreement....more

Orrick, Herrington & Sutcliffe LLP

Antimonopoly Law Considerations and Risk Management in Connection with M&A Transactions - Assessing Competition Risks in...

Introduction: Allocation of antitrust risk is an issue that frequently arises between parties in mergers or acquisitions that raise potential antitrust concerns. • Motivations of the buyer and the seller are the...more

18 Results
 / 
View per page
Page: of 1

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide