Attorney members of the Business & Commercial Enterprise Group (“BCEG”) frequently participate in the negotiation of terms and closing of business asset purchase transactions. Our corporate attorneys customarily prepare asset purchase and sale agreements and related documentation.
Attorneys can manage or participate in all aspects of due diligence and analysis activities, including property assessment and valuation considerations, good standing and active status verification, environmental assessments, and conducting judgment and lien and security agreement searches to assure accurate disclosure and identification of potential encumbrances.
Attorneys serve as liaison with the client’s financial and tax advisors relative to apportionment of purchase and sales price and other related financial considerations. BCEG corporate attorneys serve as closing agent in such transactions, and legal support services customarily include the preparation of transfer documentation, commercial leases, assignment of existing leases, subordination and attornment agreements, assignment of vendor service agreements, employment and non competition agreements, affidavits, post closing agreements and settlement statements.
Attorneys facilitate the transfer of titles, franchise rights and licenses, and assist in collateralizing assets in the event of seller or lender financing. Attorney services also include activities necessary to administer the post-closing disposition of client receivables, payables, merchandise inventory adjustments, customer warranty claims, as well as escrow agent functions incident thereto.