NJ: 973.376.0909 |

Publications

Selling Your Business, Step 1: The Broker’s Agreement

By: Stuart M. Brown, Esq.

Selling your business will be complicated, emotional and, almost definitely, stressful.  Once you decide to sell your business, the first step is usually hiring an intermediary – either a business broker or an investment banker.  The intermediary will ask you to enter into an engagement agreement.  This person is working for you and with you, so sellers frequently choose not to have a mergers and acquisitions attorney review the engagement agreement before signing it.  Besides, you may think, what could go wrong?   Plenty!  To avoid uncertainty while ensuring a clear understanding of the specific terms you are committing to, at what cost, and for how long, hire an M&A attorney to review the engagement agreement.

Here are some deal points to keep in mind when entering into engagement agreements with intermediaries:

The agreement should provide a reasonable period of time for the intermediary to prepare a confidential information memorandum and market your business.  This is known as the exclusivity period.  The exclusivity period should be an amount of time that you and the intermediary believe is reasonably sufficient to market your business and close a deal; however, there should be a defined end point.  A defined termination date will guide and incentivize the intermediary and create an orderly exit from the relationship with the intermediary.Read More

Sticky
Mar 29, 2017
0

The Claim of An Implied Duty To Comply With “Industry Standards” For Protecting Clients’ Confidential Information

The Continuing Evolution Of Cybersecurity Risk Management

By: Kenneth L. Moskowitz, Esq. and James D. DeBartolo, Esq.

In April 2015, a client of the Chicago based law firm Johnson & Bell, LTD (“J&B”) filed a class action lawsuit in federal court in Illinois against its attorneys charging that they failed to protect their clients’ confidential information (“Action”).[1]  The Action and the claims asserted therein are compelling reminders of the evolving risks facing those entrusted to protect their clients’ confidential data.  Plaintiffs allege in the Action that, notwithstanding the fact that J&B had not suffered a cybersecurity breach to date that had caused them any harm or damage, the firm nonetheless should be adjudged liable for failing to maintain “industry standard” cybersecurity  protections.

Read More

Sticky
Jan 26, 2017
0

Theft of Computer Data And Other Cyber Attacks

A Survey Of Relevant Statutory Law And Some Practical Considerations

By: Kenneth L. Moskowitz, Esq. and James D. DeBartolo, Esq.

The business community and employers are under the constant threat of the conversion or corruption of their invaluable computer assets by employees, competitors and “hackers.” To address these ever-present and evolving threats, both the United States and the State of New Jersey have enacted statutes that both criminalize such conduct and provide for private causes of action that include remedies designed not only to make the victim whole, but to punish and deter such unlawful conduct. This article presents a brief survey of the relevant statutes,[1] and offers some practical risk mitigation strategies to be considered by the business owner before his or her business becomes just another victim.Read More

Sticky
Jul 19, 2016
0

We look forward to speaking with you.

  • Locations

    Get Directions

    New Jersey
    180 River Road
    Summit, New Jersey 07901
    T: 973.376.0909
    F: 973.376.0903
  •  

    Get Directions

    New York
    17 State Street
    Suite 4000
    New York, NY 10004