New York Times (12/11/14) Neil Irwin
Total U.S. retail sales increased 0.7% in November, more than the 0.4% rise forecast by analysts. Other positive economic indicators include the dollar value of gas station sales dropping by 0.8%; falling energy prices are leaving consumers with more income to spend. It appears that the weak sales on Black Friday were misleading and that consumers are spending more evenly.
Buyers of a business generally expect sellers to be responsible for certain liabilities relating to when the seller owned its business—a concept mergers and acquisitions professionals refer to as indemnification. Indemnification is one of the most heavily negotiated, and potentially most significant, provisions of a purchase agreement, and understanding the terminology common to such agreements is essential when negotiating a deal. Attorney Paul Pincus of Ortoli Rosenstadt LLP explains what sellers are liable for, how a seller’s liability may be limited, and how buyers may seek to fund potential indemnity claims.
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