Wall Street Journal (05/02/13) Sudeep Reddy
The Institute for Supply Management’s measure of U.S. manufacturing activity declined in April to 50.7, falling from 51.3 in March. A measure of 50 indicates economic expansion. New orders and production improved, although hiring stagnated.
Bradley Holcomb, chairman of the ISM’s manufacturing survey committee, says the sector is experiencing momentary softness, but the survey’s respondents anticipate a more robust second half of the year.
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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