Georgia Purchase & Sales Agreement Lawyer

creating a purchase and sale agreementWhether it follows a letter of intent or stands alone, the real function of a purchase and sale agreement is to govern the due diligence process from the signing of the agreement to closing. While some very important provisions survive to close, such as certain representations and warranties, most terms of these contracts are merged into the closing documents with the help of a Georgia purchase and sale agreement lawyer.

In the purchase and sale of a business, the first consideration is whether the sale will be a stock sale or an asset sale. Each one has very different liabilities and tax consequences. This process involves close coordination between your business attorney and a tax professional.

Legal and Tax Considerations in Georgia

Many of these transactions take place between well-intending business owners without the involvement of an attorney, but there are so many legal and tax considerations that go unaddressed in these situations.

  • Identification of assets being sold and assets not being sold, including intellectual property
  • Service agreements included in the sale
  • How employment issues are handled, including benefits
  • Transfers of phone numbers, URLs, and other social media accounts
  • Assumed and non-assumed obligations
  • Due diligence procedure
  • Purchase price and payment terms
  • Tax allocations across assets
  • Non-compete agreements
  • Leases
  • Insurance and risk of loss
  • Representations and warranties
  • Litigation and compliance
  • Closing documents
  • Company authorizations
  • Indemnifications
  • Post sale employment of seller
  • Public announcements
  • And more

Our firm can provide different levels of service in these transactions:

  • Representing buyers or seller
  • Forming target or intermediary entities
  • Providing escrow services
  • Drafting the purchase and sale documents
  • Reviewing the other party’s purchase and sale documents
  • Interfacing with tax professionals
  • Closing services
  • Services after the closing

Get Help from a Georgia Purchase & Sale Agreement Attorney

If you are handling a transaction with another business owner, you should consider contacting a Georgia purchase and sale agreement lawyer.