Vince es un galardonado abogado mercantil, solucionador de problemas y negociador. Sus clientes abarcan desde inversores particulares y emprendedores hasta grandes empresas nacionales e internacionales. Con sede en Portland, Oregón, es socio director de Harris Sliwoski editor del Canna Law Blog del Psychedelics Law Blog.
Buying a Business in the U.S., Part 4: Letters of Intent (LOIs) In business purchase negotiations, parties often execute an early‑stage document called a letter of intent (“LOI”). You may also see it called a term sheet or even a memorandum of understanding (“MOU”). The label matters less than the document’s language and the parties’
I recently wrote about how to find businesses for sale, and how to price them. Today I’ll discuss the very first contract typically signed by a buyer and seller in the life cycle of a small or closely-held business acquisition: the non-disclosure agreement (NDA). In nearly all deals outside of the straight “investment” or VC
“Price is what you pay. Value is what you get.” Warren Buffett said that. Buffett was talking about public companies, of course, but his maxim applies equally to purchases of small and closely-held business. Generally speaking, the lower the price, the better the value—if a buyer does their diligence, and assuming no fraud. At its
Buying a Business in the U.S., Part 1: How to Find Them Welcome to the first installment in a series on buying a business in the U.S. This post explains how to find business purchase opportunities, for anyone interested in owning a small or closely-held business. In future posts, I’ll cover how small businesses are
International companies and U.S. state registration requirements We regularly help foreign-based businesses access U.S. customers by establishing a local presence. At the state level, the first step is choosing a state of incorporation, or registration. See Doing Business in the U.S.: Choosing a State of Formation. The state of formation is the primary jurisdiction where
Choosing a state of formation for doing business in the U.S. We work with many international companies and entrepreneurs doing business in the United States. For anyone entering the U.S. market, choosing a state of formation is a threshold decision— one that carries significant legal and tax implications. And while a handful of states are
Attorney-Client Privilege in Cross-Border M&A: How Privilege Gets Lost During the Deal Last week we wrote about how attorney-client privilege can be lost in domestic M&A when brokers, consultants, and other non-legal advisors are pulled into legal communications. See Attorney-Client Privilege in M&A: How Brokers and Other Advisors Can Create Serious Risk. Cross-border deals contain
El secreto profesional entre abogado y cliente en las fusiones y adquisiciones: cómo los intermediarios y otros asesores pueden generar un riesgo grave Hoy hablaremos del secreto profesional entre abogado y cliente, de la importancia que tiene esta garantía en las operaciones de fusiones y adquisiciones, y de cómo evitar cometer errores. En concreto, analizaremos este apasionante tema en el contexto de la colaboración con intermediarios y otros asesores no jurídicos a lo largo del proceso
Legal advice versus business advice People hire lawyers to give them legal advice. Sometimes, people also hire lawyers to give them business advice. This may introduce thorny considerations because lawyers generally should not give business advice (more on that below). However, sometimes they can, and do (more on that too). As a business lawyer who
