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Purchase Agreement Asset Purchaser Contract Terms

Allen Matkins

Theories Of Successor Liability When Incorporating An Existing Business

Allen Matkins on

How Do I Hold You Liable?  Let Me Count The Ways . . . When the owner(s) incorporate an existing business, the corporation is not necessarily a tabula rasa with respect to the creditors of the business being...more

Farrell Fritz, P.C.

Court Finds Buyer Not Liable for Seller Under Successor Liability Theory

Farrell Fritz, P.C. on

When buying a business, purchasers must take into consideration the possibility of “successor liability” – that is, the buyer’s assumption of the seller’s liabilities and prior conduct upon purchasing a corporation....more

Parker Poe Adams & Bernstein LLP

S.C. Supreme Court Says 150-Mile Radius Reasonable for Sale of Business Noncompete

South Carolina courts evaluate the enforceability of noncompete provisions executed in the employment context and in connection with the sale of businesses under the same reasonableness test. To be enforceable in South...more

Gray Reed

Texas Supreme Court Dabbles in Bankruptcy Law

Gray Reed on

Noble Energy Inc. v. ConocoPhillips Company, a 6-to-3 Texas Supreme Court decision, is a reminder of two things: How parties to a property transaction describe what’s being acquired and what’s being left behind can have...more

Seyfarth Shaw LLP

Texas Appellate Court Holds Condition Subsequent in Noncompete Agreement Excused Former Employee’s Competitive Activities

Seyfarth Shaw LLP on

A Texas Court of Appeals affirmed a summary judgment last month in favor of an ex-employee declaring that a noncompete clause in an asset purchase agreement and separate noncompete agreement did not bar him from competing...more

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