Legal Question in Business Law in New York

Selling a web site business

My Nevada S corporation (with offices in NY) runs a website business.

We are selling the website business. We have an interested buyer. We have discussed a ''seller financed'' arrangement. I am looking for a lawyer experienced in business law...has experience with selling a business contracts. Main concerns are: promisory note...using the business as collateral, buyer agrees to personally be responsible. More importantly, in case of default...I take the business back...but what about possible liability buyer has accruded while buyer had the business...am I now liable for his new leases, monies owed, etc.? Or can I just get the web name and business back? Also, Do I retain the business untill the sale amount is paid in full?


Asked on 3/14/08, 12:22 pm

4 Answers from Attorneys

Steve Brodsky Esq. CheapNewYorkLLC.com

Re: Selling a web site business

You will want to do this transaction as an asset sale rather than a stock sale. This way, the buyer buys the business under his own business entity. If you have to take it back, the agreement would specify that you take back the assets sold, rather than the entity which acquired subsequent debts. In any event, there are several ways to protect yourself via the promissory note, guaranty, pledges, escrow, etc. Make sure you retain a knowledgeable lawyer to prepare and negotiate your documents. Feel free to contact me if you'd like to talk.

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Answered on 3/14/08, 12:33 pm
Christopher Hoyt The Law Offices of Christopher W. Hoyt

Re: Selling a web site business

I represent a number of Internet companies in these types of transactions. There are a couple of different approaches you may take with a matter like this. Please feel free to contact my office if we may be of any assistance.

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Answered on 3/14/08, 2:03 pm
Steven Czik CZIK LAW PLLC

Re: Selling a web site business

There are several methods by which you may achieve your desired protection in this transaction. We have substantial experience handling these types of matters, however, we would need some more information before making a complete and proper determination. You are welcome to contact us for a free consultation.

Law Offices of

STEVEN J. CZIK, P.C.

101 Avenue of the Americas, 15th Floor

New York, New York 10013

212.413.4462

[email protected]

The information provided by The Law Offices of Steven J. Czik (LOSJC) is for general educational purposes only. There is no attorney-client relationship established by this communication and no privilege attaches to such communication. LOSJC is not taking and will not take any action on your behalf and will not be considered your attorney until both you and LOSJC have signed a written retainer agreement. There are strict deadlines, called statutes of limitation, within which claims or lawsuits must be filed. Therefore, if you desire the services of an attorney and decide not to retain LOSJC on terms acceptable to LOSJC, you are advised to immediately seek the services of another attorney.

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Answered on 3/14/08, 2:31 pm
Steven Czik CZIK LAW PLLC

Re: Selling a web site business

There are several methods by which you may achieve your desired protection in this transaction. We have substantial experience handling these types of matters, however, we would need some more information before making a complete and proper determination. You are welcome to contact us for a free consultation.

Law Offices of

STEVEN J. CZIK, P.C.

101 Avenue of the Americas, 15th Floor

New York, New York 10013

212.413.4462

[email protected]

The information provided by The Law Offices of Steven J. Czik (LOSJC) is for general educational purposes only. There is no attorney-client relationship established by this communication and no privilege attaches to such communication. LOSJC is not taking and will not take any action on your behalf and will not be considered your attorney until both you and LOSJC have signed a written retainer agreement. There are strict deadlines, called statutes of limitation, within which claims or lawsuits must be filed. Therefore, if you desire the services of an attorney and decide not to retain LOSJC on terms acceptable to LOSJC, you are advised to immediately seek the services of another attorney.

Read more
Answered on 3/14/08, 2:31 pm


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