Purchase price disputes are a pain that, it would be reasonable to assume, everyone would find preferable to avoid. But who wants to spend time and money dealing with potential post-closing issues, especially if it may not even become an issue. Additionally the typical excitement surrounding purchase prices, due diligence results and new product lines makes it clear to see how easy it is to overlook specific provisions in the purchase agreement even though these provisions can prevent issues from arising, issues that can be very expensive to deal with and may cost one or both parties significant time and money to resolve.
The immediate costs imposed combined with the delayed repercussions of overlooking these provisions leads to a severe underestimation of their importance. If caught in a dispute you can find yourself wasting significant amounts of time and money trying to win an argument regarding the intended meaning of something the parties drafted and presumably agreed to months ago.
FRA’s Jerry Hansen discusses how including, revising or expanding some specific provisions in the purchase agreement can mitigate the severity of such post-closing disputes or potentially prevent them from happening in the first place.
Jerry Hansen, Partner