Corporate
Showing 1801 - 1806 of 2624 results.
Business Sale Due Diligence: Financial, Legal, and Risk Protection Strategies
Buying or selling a business involves uncovering operational vulnerabilities, financial gaps, and legal exposure before committing to a final purchase agreement. SJKP's transaction attorneys guide company owners and acquisition teams through risk evaluations, contract negotiations, and purchase price adjustments in New York. Every transaction demands careful examination of target financial statements, material commercial contracts, tax compliance records, and regulatory filings. Identifying hidden liabilities, customer reliance risks, or pending lawsuits during the review phase directly informs valuation modeling and closing conditions. Our transaction team assists clients in maintaining strict confidentiality and protecting deal schedules throughout the information request process. Working with experienced counsel allows parties to evaluate representations and warranties insurance, negotiate working capital targets, and resolve newly discovered issues through structured price adjustments.
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Which Legal Risks in Corporate M&A Need Priority Attention?
3 Questions Decision-Makers Raise About Corporate M&A: Due diligence scope and timeline, representation and warranty insurance, post-closing indemnification exposure.Corporate M&A involves complex legal, financial, and operational integration challenges that extend well beyond signing day. Decision-makers and in-house counsel often face uncertainty about which risks demand immediate attention and which can be managed through deal structure or insurance. The stakes are substantial: a missed disclosure, an overlooked liability, or a misaligned earn-out provision can erode deal value or trigger costly disputes years after closing. This article addresses the core legal risks that most frequently create exposure in corporate M&A transactions and the strategic decisions that shape outcomes.
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Vessel Sale and Purchase Due Diligence: a Maritime Attorney'S Review
Learn what a maritime attorney checks during vessel sale and purchase due diligence, including title liens, escrow terms, and regulatory compliance before closing. Vessel sale and purchase due diligence begins long before the closing table, and it is where most disputes are prevented, not resolved. Vessel transactions operate within a specialized legal framework that differs substantially from real property sales, exposing buyers and sellers to title defects, undisclosed liens, and regulatory obligations that can surface months after the deal closes. As counsel, I have seen vessel sale and purchase agreements unravel because a buyer skipped the title search to save a week. Understanding what to review, and when, protects both parties and keeps the transaction on track without post-closing surprises.
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Third Party Beneficiary Contracts: Legal Rights and Enforcement Guide in New York
Third party beneficiary contracts grant legal rights and enforcement remedies to non-signatories under New York law when intended. Courts enforce these claims strictly based on clear contractual intent.
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Consignment Sales Agreement in New York: Rights and Key Strategies
A consignment sales agreement in New York outlines ownership rights, payment terms, risk allocation, and UCC Article 9 rules. Retailers and suppliers must draft clear terms to prevent inventory disputes and loss.
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Asset Purchase Agreement: Preventing Post-Closing Disputes in New York
Most post-closing disputes are decided by terms nobody negotiated hard at signing. Survival displaces the statute of limitations. In New York, a contractual survival period governs — so a buyer counting on six years because that is the contract limitations period has misread the agreement. When the representations expire is when the claim expires. New York's default on knowledge favors the buyer. A buyer who learned of a breach before closing may still bring the claim after, unless the agreement provides otherwise. Sellers who assume knowledge cures a breach are assuming a rule New York does not apply. Working capital disputes are accounting disputes. They turn on whether "GAAP consistently applied" means GAAP or means what the target actually did, and those two answers diverge more often than anyone expects. They also usually end at a neutral accountant rather than in court — which makes the scope of that referral, and whether it covers interpretation or only arithmetic, the term worth fighting over. The indemnity architecture decides the rest. Whether the basket is a deductible or tips from the first dollar, where the cap sits, whether escrow is the exclusive remedy, and how narrowly fraud is carved out. By the time a claim surfaces, these are fixed.
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