Business Purchase & Sale Agreements

Drason law firm clients in drafting Business Purchase and Sales Agreements. 

When you are selling or purchasing a business. You are going to be faced with a choice of whether you want to find a business sale template agreement or hire an attorney to draft one for you. If you have a business sales or purchase agreement, you have a decent start or even a good one. The next step is to spend time understanding the agreement. 

Here I highlight some important areas of a Business Sale/Purchase Agreement. I highly recommend that you get an attorney that will look out for you, your interest and inform you of any issues or potential risks they see. They will also ensure that the Business Sale/Purchase Agreement is complete and serves your purpose. Remember, there is no such thing as one business agreement that fits all businesses. They are custom documents and often need modification and work. We draft custom agreements for our clients and consult on such agreements as well. Contact us if you have any questions. 

A good Business Sale/Purchase Agreement will: 

• Always discuss the total price of the business and detail all the items the sale includes such as fixtures, furnishings and equipments. 
• How will the payment be made? Cash? Bank Certified Check?
• Is there any financing? What are the terms? What will be the interest rate?
• Reference to a Bill of Sale
• What type of title is being conveyed? 
• When will the sale take place? Date?
• Insurance details, who will carry while the agreement is being negotiated? Buyer? Seller? Typical for the seller to carry this.
• Any restrictive clauses? 
• Warranties?
• Covenants?
• Employee Issues?
• Who will be responsible for the various Fees involved?
• Any other agreements between the Buyer and Seller should be referenced in this Agreement.
• Post Closing Obligations of the Parties?

Other Considerations that are important: 

• You need to perform your due diligence by ensuring that the buyer is legitimate, has the ability to pay and is of good character. 
• Understand your Tax Implications 
• Know whats in your Purchase or Sales Agreement​

We have helped clients by consulting, drafting and negotiating such Agreements. If you are currently Purchasing or Selling your Business and need help, contact us today.