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Buying and Selling a Business - Annotated Precedents--ONLINE ACCESS

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The business acquisition precedents you need, from preliminary documentation to closing the deal

This publication is essential for: solicitors acting for purchasers, vendors, or lenders in business acquisitions.

Current to: October 1, 2017 

Whether your transaction is an asset or share purchase, business acquisitions require immense amounts of drafting. Save yourself time and uncertainty with Buying and Selling a Business - Annotated Precedents. With hundreds of pages of templates, this resource annotated with explanations for key provisions includes sample short and long form asset and share purchase agreements, along with agreements for employment issues, escrow, assignments, and intellectual property issues. You will also receive sample closing agendas and checklists to keep your deal organized and on track.

With this resource, you will be able to:

  • structure your client’s deal properly and understand the most important negotiating points
  • save precious time by quickly accessing precedents that reflect current law and practice
  • thoroughly understand the purpose of individual clauses in acquisition documents

Buy your copy and close the deal more quickly today!

Highlights of the 2017 update

  • new asset purchase agreement annotations with expanded discussions of:

    • scope of opinion of vendor’s counsel

    • definition of what constitutes “knowledge” of a party

    • survival period for vendor’s representations, warranties, and covenants

    • holdback of part of purchase price as security for validity of representations and warranties

    • pre-closing permitted capital expenditures and encumbrances

    • environmental audits as well as representations and warranties on environmental matters

  • new public announcements clause in share purchase agreement

  • new BCSC case law on effect of marking documents “confidential”

  • new BCCA and BCSC case law on effectiveness of “no competition” clause restrictive covenants

  • discussion of purchaser’s pledge of shares as alternative to escrow agreement

  • expanded discussion on assignment of employment clauses  and non-competition agreements

  • discussion of restrictions on assignment of particular benefits according to their terms

  • discussion of recordal of copyright assignments

CLEBC Legal Editor
L. Joy Tataryn

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