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Practice

Practice

Technology - Business Purchase & Sale

Buying or selling a business is a complicated process. Inaccuracies in the valuation of the assets of the target business may leave purchaser vulnerable to one-sided deal-making. Possible violations of intellectual property rights through the purchase or sale of a business may expose purchaser to costly litigation. Unfamiliarity with the nuances of relevant securities laws may provoke civil and even criminal liability. 

Given the above considerations, we begin our analysis of a deal by determining whether our client really desires to acquire an entire business or has a more limited goal. An acquisition of a single asset or product, like the acquisition of a specific right, will produce a far different transactional structure than a conventional business acquisition. Especially for the seller, a structure focused on a particular asset, product or right may result in an agreement containing substantially less representations, warranties and covenants, and hence substantially less potential seller liability, than a transaction structured as a business acquisition.

Our goal in this process is to provide our clients with  the broad range of legal and strategic services that are particularly important to entrepreneurs. We bring the expertise, experience and judgment necessary to guide  businesses through the minefield of legal problems they face. Whether your business is based upon the Internet, information technology or computer technology, we can help you organize, finance and operate it. We can help design the right incentives to attract and retain employees in a competitive market. We also have the expertise to help you both recognize and protect your intellectual property. Most important, we can give you the benefit of our experience in advising emerging companies. That experience can help you make your business more attractive to investors and best position it for acquisition or an initial public offering.