Jo Ann Koontz and Jackie Durham (Koontz & Associates, LP) outline the legal aspects of buying a business. The purchase of a business is an exciting moment, however the complexities of contract agreements can result in costly oversight if not sorted from the beginning. Jo Ann and Jackie describe many of the complexities you will inevitably encounter when purchasing or selling a business.
1:18 Flow of purchasing a business: Acquiring assets, business name or purchasing stock of business.
6:03 Should I use an agent or not?
9:17 The purchase agreement
12:58 Deposit of purchase details
16:42 Finance provisions of an agreement
17:47 Description of assets accuracy
21:12 Indemnification clause
22:03 Familiarization clause: How long will selling stay with business after sale and what do are their obligations?
25:56 Escrow power.
26:33 Assignment and assumption of equipment and commercial real estate leases
28:36 Franchise agreements.
29:54 General representation of warranties
32:58 Due diligence period after going under contract
38:25 Judgement and lean search
40:31 Search of pending actions
41:30 Certificate of compliance
43:03 Importance of having an attorney when buying a business
44:21 Before signing a contract, have a conversation with lawyer
45:24 Importance of having a team before buying your business. You will need a CPA and a lawyer.