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Buying a Business
Legal Advice When You Are Buying a Business in Pennsylvania
Buying a business can entail a great deal of anxiety, as well as excitement. You are moving a step closer to your dream, but do you really have all the information you need to make an informed decision? Are there hidden problems that will only show themselves after the purchase?
When buying a business, it is incumbent upon the buyer to investigate the company that he or she is intending to purchase. A thorough investigation of the company's assets and liabilities, contracts and customers, policies and practices can prevent costly surprises and legal complications from arising after the business purchase is complete.
Let the business lawyers at Spadea, Lanard & Lignana guide you through the process of buying a business, from the letter of intent to the closing statement. We have decades of experience helping entrepreneurs, prospective business owners, and established businesses achieve their business goals with the purchase of a company or a franchise. We delve deeply into the records of the business being acquired to identify potential concerns, and help you make an informed decision.
We invite you to contact our Philadelphia area law office to speak with one of our business attorneys.
Due Diligence Early in the Process Avoids Problems at a Later Time
Working with a business attorney early in the process of buying a business can help prevent costly mistakes and minimize risks. With a due diligence review of the business, we can provide clear, understandable information regarding the nature of the business you intend to purchase, it's assets and liabilities. Our due diligence review covers a wide range of company attributes, including:
- Check tax and corporate status with the state
- Review customer contracts
- Real property owned and leased, mortgages held and real estate title
- Lists of suppliers and review vendor agreements
- Equipment leases and title
- Lists of creditors, outstanding liens on assets and any promissory notes or financial obligations
- Intellectual property portfolio
- Compliance concerns regarding environmental issues, OSHA, and taxes
- Employee contracts and benefits
- Customer information and warranties
- Company contracts and leases
- Outstanding litigation
- Detailed representations and warranties from the seller
We also assist with the assignment of the commercial lease for the location and obtain the consent of the landlord. We can assist in renegotiating a lease.
Once you have chosen to buy the business, we can help negotiate the legal terms of the purchase contract and can draft your asset purchase agreement or stock purchase agreement. We also draft such documents as:
- Letter of Intent
- Opinion of counsel
- Corporate resolutions, amended corporate bylaws and amended operating agreements
- Escrow agreements, promissory notes and security agreements
- Representations and warranties
- Non-disclosure agreements for employees with sensitive information and non-compete agreements for key employees
Our attorneys have more than 25 years of experience helping clients buy and sell businesses, including franchises. Our clients appreciate that we provide high-quality legal work and prompt, responsive service. If you plan on buying a business, contact one of our business attorneys at Spadea, Lanard & Lignana today.