Aimee B. Davis Law P.C.

What’s the Difference Between a Simultaneous Sign and Close and a Bifurcated Closing?

What’s the Difference Between a Simultaneous Sign and Close and a Bifurcated Closing? In M&A transactions, parties sometimes use the term “Closing” to mean a myriad of things. However, there are practical differences between (i) simultaneously signing and closing the transaction contemplated by a purchase agreement (Type A) and (ii) signing the purchase agreement and… Continue reading What’s the Difference Between a Simultaneous Sign and Close and a Bifurcated Closing?

Detours and Deviations From a Normal Closing

Business people at office desk handshaking after signing an agreement, hands top view, unrecognizable people

Detours and Deviations From a Normal Closing {3 minutes to read} In my July 2019 blog, I discussed some unusual aspects about my year-end deal. I was happy to report that despite the oddities, I successfully protected my client’s interests by including a solid indemnity provision from the seller.   As discussed, it was necessary… Continue reading Detours and Deviations From a Normal Closing

What are the Essential Elements of a Purchase and Sale Agreement?

SALES AND PURCHASE AGREEMENT CONCEPT

What are the Essential Elements of a Purchase and Sale Agreement? {3:30 minutes to read} So you want to sell your business? Last time, I presented steps to consider when entering into a Merger & Acquisition transaction. I stated it’s common for buyer’s attorney to prepare the initial draft of the definitive purchase agreement (the… Continue reading What are the Essential Elements of a Purchase and Sale Agreement?

Legal Brush Strokes – The Convergence of Art and Technology

Photo detail of mannequin's male profile repeated

Legal Brush Strokes – The Convergence of Art and Technology {4 minutes to read} In July’s blog, I discussed the convergence of the fashion industry with new technology. Now, there’s a hot new convergence of the art world and technology. In fostering her own “second act,” actress Portia de Rossi recently launched an online venture… Continue reading Legal Brush Strokes – The Convergence of Art and Technology

Is a Letter of Intent Necessary in an M&A Transaction?

A close up of a 'Letter of Intent'.

Is a Letter of Intent Necessary in an M&A Transaction? {3:42 minutes to read} There’s a debate raging among transactional attorneys about whether entering into a letter of intent (LOI) in advance of negotiating a purchase agreement is a necessary step in the M&A process.   An LOI summarizing the basic terms of a proposed… Continue reading Is a Letter of Intent Necessary in an M&A Transaction?