Highlight: Have you ever considered buying a template shareholders agreement online? Perhaps this article will change your mind! ***** There is no “model” shareholders agreement which is appropriate in all circumstances, as shareholders will each have their own unique, and often conflicting, priorities and concerns. [...]
Highlight: A poorly drafted Transition Services Agreement can lead to misunderstandings, service interruptions, and ultimately litigation – all of which are a poor use of post-closing resources. ***** What is a Transition Services Agreement (TSA)? A TSA is a limited term outsourcing or servicing agreement, [...]
Highlight: Earnouts are difficult legal clauses to manage and can often lead to misunderstanding and difficulty realizing them. Here is a practical example of some of the pitfalls that sellers should watch for. ***** Earnout clauses are becoming more and more common in purchase and [...]
Highlight: Understand how to spot a "sandbag clause" in your purchase and sale agreement and when to add specific anti-sandbag language to the agreement to make it more seller friendly. ***** Hindsight is 20/20 but for the seller of a business it could be a [...]