Shareholders Agreement Checklist

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.  [...]

Transition Services Agreement – a Buyer’s and Seller’s Perspective

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, [...]

BC Court to Google: Look out, our reach could be greater than yours!

Equustek Solutions Inc v Jack et al, 2014 BCSC 1063 BC In an unprecedented decision handed down this month, Madam Justice Fenlon of the BC Supreme Court issued an injunction ordering Google Inc. (“Google”), a company incorporated in Delaware and headquartered in California, to de-index [...]

Earnouts or Burnouts – Don’t Get Burned on an Earnout

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 [...]