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Deconstructing & Negotiating Buy-Sell Agreements

  • Training

  • Massachusetts Continuing Legal Education, Inc. (MCLE)
  • ID: 5944929
Buy-sell agreements are key foundational documents in any business venture. Whether the entity is a limited liability company, partnership, or corporation, a well drafted buy-sell agreement can fill in the statutory gaps and provide a roadmap for unforeseen events.

A properly drafted buy-sell agreement lets the business owners know, in advance, what will happen if one of them dies, becomes disabled, divorces, files for bankruptcy, or has their employment terminated. Specific instructions are provided on how to value the company in such an event in order to minimize disputes over the buyout terms. These agreements are also invaluable in connection with a sale of a company, where tag-along and drag-along provisions can make sure the majority can complete a transaction and the minority are well protected.

This program gives those new to the practice and those seeking a refresher an understanding of the key issues involved in drafting a buy-sell Agreement.

Course Content

2:00 - 2:05 pm
Introduction and Overview
John D. Colucci, Esq.,
McLane Middleton, Professional Association, Woburn

2:05 - 2:25 pm
Purpose and Scope of Buy-Sell Agreements
John D. Colucci, Esq.,
McLane Middleton, Professional Association, Woburn

2:25 - 2:40 pm
Types of Buy-Sell Agreements: Cross-Purchase Buy-Sell Agreements
Hannah Greenough Linke, Esq.,
Glovsky & Glovsky LLC, Beverly

2:40 - 2:55 pm
Types of Buy-Sell Agreements: Wait-and-See Buy-Sell Agreements
Hannah Greenough Linke, Esq.,
Glovsky & Glovsky LLC, Beverly

2:55 - 3:10 pm
Types of Buy-Sell Agreements: One-Way Buy-Sell Agreements
Hannah Greenough Linke, Esq.,
Glovsky & Glovsky LLC, Beverly

3:10 - 3:25 pm
Types of Buy-Sell Agreements: Redemption Buy-Sell Agreements
Megan E. Daily, Esq.,
ArentFox Schiff LLP, Washington

3:25 - 3:40 pm
Buy-Sell Agreements: Entity Authorization
Megan E. Daily, Esq.,
ArentFox Schiff LLP, Washington

3:40 - 4:00 pm
Buy-Sell Agreements: Special Provisions: Drag-Along, Tag-Along and Right of First Refusal
Megan E. Daily, Esq.,
ArentFox Schiff LLP, Washington

4:00 - 4:25 pm
Buy-Sell Agreements: Special Provisions: Divorce, Disability, Bankruptcy, Russian Roulette, Non-Competition and Non-Solicitation
John D. Colucci, Esq.,
McLane Middleton, Professional Association, Woburn

4:25 - 4:40 pm
Life Insurance and Buy-Sell Agreements
John D. Colucci, Esq.,
McLane Middleton, Professional Association, Woburn

4:40 - 4:50 pm
Buy-Sell Agreements: Tax Overview
John D. Colucci, Esq.,
McLane Middleton, Professional Association, Woburn

4:50 - 5:00 pm
Five Key Takeaways
Panel

Please Note
This webcast is delivered completely online, underscoring their convenience and appeal.
There are no published print materials. All written materials are available electronically only.
They are posted 24 hours prior to the program and can be accessed, downloaded, or printed from your computer.

Speakers

Chair
John D. Colucci, Esq.,
McLane Middleton, Professional Association, Woburn

Faculty
Megan E. Daily, Esq.,
ArentFox Schiff LLP, Washington
Hannah Greenough Linke, Esq.,
Glovsky & Glovsky LLC, Beverly