The most prominent tax characteristic of a partnership or LLC is that these entities are flow-through entities for tax purposes. Consequently, the entities do not pay taxes themselves. Rather, they report...
Hotel and hospitality acquisitions generally include additional operational concerns such as employee transitions, food and beverage operations, inventory, and guest baggage turnover, as well as franchise...
When drafting and negotiating an acquisition agreement, counsel should address potential issues arising from allegations of fraud to avoid potentially complex, time-consuming, and costly disputes after...
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Although real estate might not be the driver in a particular M&A transaction, most M&A transactions contain some real property element, generally in the form of real estate owned and/or leased by the seller. Moreover, while real estate counsel might possess the requisite real estate knowledge, they may find it challenging to draft and negotiate the real estate provisions in an M&A agreement. Therefore, M&A counsel must have a working knowledge of real estate-related risks and considerations that may arise in the context of an M&A transaction. Check out this practice note discussing key real estate provisions typically found in M&A transaction agreements and explaining important differences between these agreements and traditional real estate purchase and sale agreements.
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