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Does Your Asset Purchase Agreement Require the Seller to Operate in the Ordinary Course Before Closing?

Key Points for Business Owners Signing an asset purchase agreement does not always end your control of the business, but it can limit what you do before closing. The ordinary course of business provision requires the seller to keep operating the busi… Read More
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Incomplete Ownership Records Can Hurt a Business

A false ownership claim does not have to win in court to damage a business. Learn why clear ownership records, buyout documents, and corporate formalities matter. Read More
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Buying a Business? Why Seller Optimism Is Not Protection

A business purchase can look promising until expectations clash with the contract. Learn why due diligence, clear terms, and buyer protections matter before closing. Read More
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Purchase Price Adjustment: How It Works in an Asset Purchase Agreement

Key Points for Business Owners The headline price is only part of the deal. Working capital can quietly change the seller’s proceeds. The adjustment can move both ways. What is included and excluded matters. The estimate at closing may not be the f… Read More
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Business Lawsuit Damages: Why Proving the Loss Matters

A business lawsuit can fail even when the wrongdoing feels obvious. See why proving damages, lost profits, and causation matters in partner disputes. Read More
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Earn-Out Provision in Asset Purchase Agreement: What New Jersey and New York Business Owners Should Know Before Signing

Understand how an earn-out provision in an asset purchase agreement can affect price, payment timing, buyer control, disputes, and post-closing risk. Read More
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Does Your Asset Purchase Agreement Expressly List Specific Liabilities That Are Excluded From the Sale?

Selling or buying a business through an asset sale? Learn how excluded liabilities work in an asset purchase agreement and how sellers and buyers allocate risk after closing. Read More
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Can You Be Personally Liable for Your Company’s Debt in New Jersey?

Personal guaranty liability New Jersey business owners face often turns on the contract language, the signature format, and whether the agreement clearly shows an intent to create personal responsibility. Read More
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Categories: Announcements

When You Don’t Have the Time or Money to Make It Clear, Litigation Will Surely Bite You in the Rear!

Ambiguous settlement language can pull business owners back into court years later. See how unclear release terms can turn one lawsuit into two. Read More
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Does Your Asset Purchase Agreement Address Seller Financing in a Business Sale?

Seller financing in a business sale lets a buyer pay part of the purchase price over time. Understand promissory notes, collateral, guarantees, and risks before agreeing to seller financing. Read More
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