Businesses routinely have to make significant changes that can be aided by attorneys with relevant experience and expertise. This is true for several common processes such as buying, selling, merging, or even acquiring new employees and properties.
The Orlando Sentinel reported on the expansion of a U.K. based technology firm into the Plaza South Tower in downtown.
Company from the United Kingdom expands into Orlando
The company spent approximately 2 million dollars to close on a 9000 square foot section of the building on the 20th floor. The company’s founder expressed gratitude that the United States expansion went so well, along with long-term plans to remain in Orlando and contribute to the community through job creation.The company’s staff in the states is currently at 46 employees, and it plans to double that number within the coming year.
Low interest rates on mortgages in recent months have allowed numerous companies to take advantage of commercial real estate in the area.
The legal process and business changes
Whenever businesses are sold, expand, merge, or acquire additional resources, there are always attorneys involved in the process. This can include drafting contracts, conducting real estate closings, transfers of properties or financial assets, and other crucial matters. Because these issues are often time sensitive and large sums of money can change hands, it is important to only trust an attorney who specializes in these matters to handle such transactions.
Why is contact language so important?
The terms included in any contract can have long lasting consequences that will affect a business long after the agreement is drafted. This is true whether the contract is related to employing a new hire, selling off a business, or buying through a purchase agreement. If terms are vague or unclear, the courts can step in and supply their own definitions at a later time, causing financial losses or other problems.
Purchasing and selling assets
Contracts to purchase or sell assets are significant because they finalize all of the terms related to the transaction between the buyer and the seller. They can be used for either partial sales of a business or when one company wants to entirely buy out the assets of another.
The most important terms of an asset purchase agreement will generally include price, any conditions that will affect property or other assets such as liens, other conditions that must be met before closing, and terms related to payments or installments. A schedule at the beginning of the contract will list all of these sections and where they can be located in the document.
An asset purchase agreement is also the most common way for businesses to perform a merger or acquisition of other corporations. Transactions involving equity in the company or stock are usually governed by other kinds of agreements specific to those items.
Litigating contract issues
Regardless of how well a contract is drafted, businesses still get in disputes and contested issues will have to be litigated. This can happen between two separate businesses, or within a business as owners and other staff members have disagreements.
In any contract disagreement, the language of the document itself is crucial, but oral evidence or other practices and information may be relevant in a situation where a novel issue arises or a formal agreement is missing.
One of the most important terms in the contract is related to venue and what laws will be applied. Different states and other government subdivisions can have very laws which are more favorable to one side rather than the other. A good lawyer will research an appropriate venue to litigate all disputed issues and put this language in the contract. A related issue is a choice of law clause, which dictates what state or jurisdiction’s laws will be applied during any dispute.
The contract can also contain language that helps the parties avoid formal litigation and the court system through alternative forms of dispute resolution. This can include arbitration, mediation, and other less formal proceedings. The benefit of avoiding the formalities of the courts is that alternative ways to settle disputes are often more efficient and less costly. There can be similar terms related to how and where dispute resolutions will take place, just like a venue selection clause.
Another reason to be careful about how contracts and other issues are handled early on is to save costs associated with attorneys fees, lost assets, and litigation later. Having the right lawyer from the beginning is an important protective measure.
Get help from a business expert in central Florida
To learn more about how lawyers assist businesses in the process of expansion and related matters, contact Legal Counsel, P.A. The firm has twenty years of experience in business sales, along with other important issues for companies in transition.