Deals fall apart for many reasons – some reasonable, others unreasonable. For example: • The seller doesn't have all his financials up to date. • The seller doesn't have his legal/environmental/administrative affairs up to date. • The buyer can't come up with the necessary financing. • The well known “surprise” surfaces causing the deal to fall apart. The list could go on and on and this subject has been covered many times. However, there are more hidden reasons that threaten to end a deal … [Read more...]
Archives for May 2016
Who Is The Client?
May 4, 2016 by
By Peter M. Nemkov Attorney At Law CABI Corporate Counsel A common problem faced by brokers (and lawyers) when completing an Asset Purchase Agreement or a Listing Agreement is determining who is the client. The problem arises when there is an individual involved who is an owner of a business entity. The typical scenario is that the individual gives confusing information intermixing himself with the entity or more commonly misidentifies the entity itself. This problem can become magnified in the … [Read more...]
Personal Goodwill: Who Owns It?
May 2, 2016 by
Personal Goodwill has always been a fascinating subject, impacting the sale of many small to medium-sized businesses – and possibly even larger companies. How is personal goodwill developed? An individual starts a business and, during the process, builds one or more of the following: • A positive personal reputation • A personal relationship with many of the largest customers and/or suppliers • Company products, publications, etc., as the sole author, designer, or inventor The creation of … [Read more...]
