Buying or Selling a Business in New York can be a complex, frustrating experience. The Wright Law Firm has represented many entrepreneurs purchasing or selling a business. Whether deep into negotiations or casually browsing websites listing businesses for sale, it is never too early to consult a lawyer. We are well-versed in the complexities of a business sales contract, whether it be an asset sale or a stock sale.
Many prospective buyers negotiate through a broker before retaining an attorney. This frequently results in the buyer waiving due diligence and essential opportunities to “kick the tires” of the seller. Our business lawyers strike a balance between conducting extensive due diligence on the one hand and avoiding “over-lawyering” and delays on the other.
Business Purchase Considerations
Letter of Intent
Contract of Sale
Assignment of the Lease
We advise clients whether they should consider a stock or LLC membership interest purchase or an asset purchase. We draft and negotiate the letter of intent, contract of sale, and lease assignment. If the deal is privately financed, we prepare and negotiate the promissory notes, security agreements, and UCC filings. We review and negotiate the franchise agreement and the Franchise Disclosure Document (FDD).
Red Flags: Buying a Business
We know what “red flags” to look for when buying a business. The Wright Law Firm has frequently defended companies accused of regulatory or licensing violations before the NYC Department of Buildings, NYC Environmental Control Board, and New York State Liquor Authority. This experience helps us properly evaluate potential problems with a Seller’s company.
Hire an Experienced Lawyer when Buying a Business- Sample Cases
- My Client purchased a restaurant in Midtown Manhattan. I represented him in conducting due diligence on the seller, negotiated a net lease for the free-standing two-story building, negotiated the contract of sale, and handled his application for a full liquor license.
- I represented a long-term Client in the asset purchase of an iconic restaurant in Brooklyn Heights. I handled the lease assignment and transaction from due diligence through closing. Although my Client could afford an all-cash purchase, I structured the deal to include a seller-financed loan and security agreement. This gave my Client the right to offset any seller’s debts that may crop up after the closing.
To schedule a consultation, contact our office by e-mail or call us at 212-619-1500