Every business transaction can potentially impact a company’s future in many ways. Retaining a lawyer in the initial stages of a transaction will provide meaningful benefits. By ensuring that any transaction meets all legal requirements, your business can avoid costly missteps. At Bain Law, we provide a wealth of legal experience and industry-specific knowledge to businesses across Michigan. Our business transaction lawyers help our clients lay a foundation for continued success. Our practice in this field includes the following areas:
- Contract and Agreements
- Forming a Business
- Buying and Selling a Business
- Business and Civil Litigation
Contracts & Agreements
All businesses deal with contracts. This is a necessity. One factor that can set successful businesses apart from unsuccessful businesses is hiring the right attorney.
Writing contracts is an art form that requires much more than knowledge of the law. The slightest change in wording can spell the difference between an iron-clad contract or a litigation case waiting to happen. All parties involved in the contract must feel that they are being protected, that their needs are being met. Our attorneys have the skill to put together solid contracts, contracts that are effective at achieving your goals, contracts that will stand up if put to the test in a court of law.
Contracts are rarely simple. In many cases, there is a great deal of text that can be challenging for people without a legal background to understand. Sometimes, this is used to bury things that could end up being a problem. In reviewing contracts, our goal is to see that you are protected. We will not let you enter into a contract unless it truly meets your needs.
The balancing act between your needs and the needs of the other party can become complicated in the negotiating phase. When negotiating contracts, our goal is to see that you get the most out of the agreement, while still maintaining an agreement that the other party feels is beneficial and will help you maintain a business relationship with that party.
Some types of Contracts we can assist with are:
- Purchase Agreements
- Sale Agreements
- Non-Circumvent Agreements
- Confidentiality Agreements
- Buy-Sell Agreements
- Partnership Agreements
- Vendor Agreements
- Transport and Shipping Agreements
- Escrow Agreements
- Employment Agreements
It is natural for companies to have contractual disputes at some point in a business relationship. While disagreements may at some level be unavoidable, these issues must be addressed in order to minimize negative consequences. The earlier your company enlists the services of experienced legal counsel, the more options you will have to successfully resolve these matters.
The attorneys and staff of Bain Law have substantive experience serving businesses engaged in contract disputes. Our Michigan contract dispute lawyers have the experience and industry-specific knowledge necessary to effectively protect our clients’ interests.
Our business litigation practice involves all types of agreements, including:
- Supplier agreements
- Commercial or management services agreements
- Buy-sell agreements
- Noncompete agreements and other employment-related contracts
- Licensing agreements
- Operating agreements
Whatever the contract involves, we will examine the terms and conditions of the agreement in order to determine each party’s rights and obligations. Our primary concern in any type of litigation is to create a resolution that aligns with our clients’ legal and business goals. Whenever possible, we seek to resolve these matters through negotiations or alternative forms of dispute resolution. If litigation is the only way to resolve the matter at hand, we will be fully prepared to advance your interests in the courtroom.
Forming a Business
At Bain Law, we realize that you have many options when seeking legal counsel for your business. We stand out because of mutually satisfying client relationships and our ability to get the job done. For many of our corporate clients, we serve as outside general counsel working closely with senior management and ownership regarding a wide variety of questions or issues they may encounter. With one phone call our clients know that the advice they receive will be thoughtful, prompt and efficient and they will quickly have the full spectrum of our firm’s capabilities available to them.
From formation to dissolution, Bain Law can help you guide your corporation, partnership, limited liability company, joint venture, not-for-profit corporation or community association past the legal and regulatory hurdles necessary to sustain long-term success. Our firm prides itself on cultivating personal relationships with clients that are enduring. An effective attorney-client relationship is born out of trust and mutual respect. Our experience teaches us that a client’s trust is earned by hard work, diligence, candor and responsiveness. Our corporate clients know we are only a phone call away from delivering the assistance needed to navigate turbulent legal waters. We do not aspire to run a client’s business. Rather, we aim to enable clients to operate their own business with minimal interruption from legal problems.
Our business professionals assist corporate clients in determining the best capital structure for their business, including planning for the expansion or transition of ownership. Our counseling includes advice with respect to preparing stockholder voting agreements, holding stockholder meetings and on-going corporate governance matters that are presented to the company’s managers or board of directors.
We find that many issues presented by business-related lawsuits can be avoided with proper, thoughtful up-front planning. We advise and counsel employers on how to make the best decisions to conform to the intricate laws that govern the employer/employee relationship. We also assist clients in developing practices and drafting policies designed to provide them the greatest flexibility in operating their business while effectively avoiding litigation. Our legal experts provide management advice tailored to meet the unique requirements of each client. We learn what each client requires and develop legally sound strategies to achieve the client’s objectives that are candid, thoughtful and honest. We strive to keep you out of litigation in the first place. However, if you are in litigation, you can rest assured that your interests, and bottom line, are being aggressively protected.
Bain Law clients include companies in the real estate, manufacturing, healthcare, advertising and marketing, construction, retail, hospitality, banking, insurance and private equity sectors.
Buying or Selling a Business
Buying a business could be one of the most important decisions you will ever have to make. Our business attorneys and professionals have the expertise required to properly advise you on how to negotiate, prepare, structure, manage and due all proper due diligence in your business purchase.
In purchasing an existing business, it is imperative to know why the Seller is selling the business. It is important to know what market and economic considerations exist. You should also ensure that you are aware of the caveats of the industry and be careful to evaluate whether your specific needs and goals can be met.
Negotiating the Price of Sale
Whether you are a business owner looking to sell your business, or a buyer looking to buy a new business, it is instrumental in knowing the “worth” of the business. At Bain Law, we assist business buyers and sellers in assessing the value using various assessment approaches that are best suited depending on the business. We also pride ourselves with being thorough in our analysis by working with experienced appraisers, brokers, accountants and other professionals in our price considerations.
Do your Due Diligence!
It is imperative for a buyer or a seller to do their due diligence before buying or selling a business. What assets, tangible or intangible, are involved? Are their existing debt issues that are going to be assumed or have to be resolved before the transaction occurs? What existing vendor, lease and/or employment contracts are there? There are many relevant areas of investigation that must be scrutinized including, financial, legal, labor, tax, technology, market licensing and insurance.
It is important that a thorough analysis of the financial books and records are conducted. This helps the buyer and seller properly assess the business situation and expose potential risks. Most importantly, it helps the represented client make an informed decision about the purchase or sale of the business.
Important questions a buyer should ask are:
- Is it better to buy a franchise or an independent business?
- Should I buy an existing business or start a new one? What are the pros and cons of each?
- Should I buy the business assets or purchase the owner’s stock or membership interest?
- What liabilities am I assuming?
Let our business attorneys help you evaluate the purchase or sale of your business. Our consultation is absolutely free.
Business and Civil Litigation
Bain Law takes an aggressive, yet cost-conscious approach when litigating on behalf of our clients. Our attorneys will help you protect your clients, your assets, and your future profits. We take pride in our dexterity and the ability to think outside the box to create innovative solutions to solving your legal problems. Importantly, as your attorneys, we will always view every angle of your case to effectively resolve the issue most favorably for your business. We succeed because we extensively examine, research and thoroughly prepare our cases and because we care.
We continually maintain updates on the latest industry trends and shifts in the business landscape, and understand how these fluctuations affect our clients and their businesses. We have the resources needed to conduct complex and document-intensive litigation, and the experience to obtain strong results for our clients.
When vendors, contractors, employees, or other businesses fail to perform on contracts, the delivery of goods, or non-compete agreements, they can be held liable for the financial damages that incur as a consequence. At Bain Law, we represent businesses and individuals in cases involving:
- Contract Disputes
- Breach of Service Contracts
- Business Tort Litigation
- Trade Secrets & Unfair Competition
- Intellectual property disputes involving copyright, trademarks and other proprietary matters
- Disputes between shareholders and partners
- Insurance Coverage disputes
- Bad Faith Litigation
- Non-Compete and Unfair Competition Practices
- Other Civil and Business Related Matters
Each client and circumstance is unique. Our team approach permits us to honor differences while capitalizing on the experience and substantive backgrounds of our colleagues. We have sufficient depth and flexibility to staff a particular matter in a way that is catered for each client, regardless of the complexity of the matter and time demands involved. Our litigation attorneys are committed to partnering with each client to set litigation goals, to developing a budget and plans to implement those goals, and to working diligently and effectively to achieve them.