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Category Archives: Corporate/Business

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Negotiating Seller Reps and Warranties in a Purchase Agreement

Posted in Corporate/Business
One of the most heavily negotiated parts of a purchase agreement is often the seller’s representations and warranties – and for good reason.  The seller’s reps and warranties serve three very important purposes in a purchase agreement: (1) they constitute what the seller is willing to tell the buyer as being true about the assets… Continue Reading

Are Letters of Intent Worth Signing?

Posted in Corporate/Business
Parties can sometimes overemphasize the value of a Letter of Intent (“LoI”).  Quite often, parties spend legal fees to send drafts of letters of intent back and forth multiple times, when that time and money would likely have been better spent on negotiating the actual definitive agreement.  Since letters of intent should always be nonbinding… Continue Reading

The Importance of Preparing the First Draft

Posted in Corporate/Business, Transactions
One of the most significant points in a transaction may be one of the most overlooked – the question of who will prepare the first draft of the underlying agreement.  It is generally always a good strategic decision to prepare the first draft of a purchase agreement, regardless of whether you are the buyer or… Continue Reading

FCC Reveals Potential Auction Compensation for Broadcasters

Posted in Corporate/Business, Spectrum, Transactions
Full-power TV stations in Los Angeles could receive as much as $570 million for participating in the incentive auction and relinquishing their spectrum, according to a report prepared by an investment firm and released by the FCC today.  The report provides estimated compensation on a market-by-market basis, including the maximum and median compensation for full-power… Continue Reading

FCC: Busy 2014 Precedes Mid-2015 Incentive Auction

Posted in Broadcast Regulation, Corporate/Business, Spectrum, Transactions
The FCC continues to target mid-2015 for conducting the incentive auction, according to an Estimated Timeline of Key Events released today.  To realize that goal, the FCC plans to release in the fast-approaching third quarter of 2014 the “Auction Comment Public Notice,” which, as detailed in a previous post, will seek comment on: The methodology… Continue Reading

The Deal Room: Entity Selection and the Advantage of Limited Liability Companies

Posted in Corporate/Business
There are several key considerations that come into play when deciding what kind of business entity to use for a particular business venture. For example, one must consider issues related to personal liability, tax treatment, management and restrictions on ownership and transfers of ownership interests, just to name a few. Each type of entity will treat these issues uniquely,… Continue Reading