Thursday, February 14, 2019, 2:30-3:30pm
The general rule is that when a buyer takes ownership of an asset it takes ownership only of the asset and not also the liabilities or other obligations of the seller, unless those other liabilities are explicitly assumed.
But there are substantial exceptions to the general rule that tag the buyer with substantial liability for the debt or other obligations of the seller’s business.
This liability, if not anticipated, can easily undo the basic economic assumptions of the parties entering the transaction.
This program provides a real world guide to identifying the risks of successor liability in various transactions, including liability under common and statutory law, special bankruptcy and foreclosure issues, and discuss drafting techniques to limit or eliminate the risk of successor liability.
- Successor liability in asset purchases in ordinary and major business transactions
- Fact patterns giving rise to successor liability – business continuation, fraud, product line continuation, and more
- Buyer liability at UCC Article 9 foreclosure sales
- Successor liability under federal employment and environmental statutes and under state sales/use tax law
- Special issues in buying property out of bankruptcy
- Drafting techniques to limit or eliminate the risk of liability
Click on the "In Depth" tab for tuition and speaker information.