Business Purchases / Short form Share Purchase Agreements
I was looking to get investors involved in a start up in short order. Those responsible for fundraising this investment decided that they needed to acquire the company in which I was a shareholder. They sent me a "short form" share purchase agreement that ran to over 70 pages. I got to about page 20 but there was so much text to read that I couldn't see where the bombshells were that I was being told was normal and usual for this sort of agreement.
I turned to Leigh Ellis of Hall Ellis Lawyers to go through the agreement tell me what I needed to look out for. Once I was told how share purchase agreement are structured and how they work, I realised that my risk profile wasn't as small as I had been told it was. It could ruin me if something didn't go the way the purchaser wanted it to. Leigh straightened up the contract so that I could stand by it and cleaned up the black holes of unlimited liability. I don't have to look over my shoulder anymore.
Complex Multi-use Licences
We are a software company. We licence the use of our system to the transport industry, including the rail industry, bus & coach and tour companies.
WE first started looking for a specialist firm who could help with our licence 100 years a go. We wanted a solicitor who understood IT as well as contract law.
We tried a few solicitors with no successes until one firm assigned us to one of their plebs called Leigh.
We instantly felt we was in safe hand and Leigh understood what we was tring to achive, Leigh could speak to us with knowledge about systems & databases etc.
Some years later we required further help, Leigh had left the company he worked for, and we started trying to find another IT contract solicitor. None that we tried could match the skill and knowledge that Leigh could offer.
We then took a decision that our best cause of action would be to track down Leigh and we have been with him ever since. He has provided help with our basic Licence and complex multi use licences, contacts of engagements, GDPR as well as keeping us on the straight and narrow with new regulations that raises it head. Leigh’s advise has also influenced system changes, and he is able to speak geek.
Technology Solicitors: New Technologies Fast
When I worked with Leigh, we needed all sorts of contracts put in place, that included software licence, SaaS agreements, customised services agreements, consultancy agreements and NDAs.
Working with Leigh we focussed on condensing the contracts down to what was necessary to get commercial agreement in place and then reduce problems with legal review later. The approach worked even when we were negotiating with the likes of IBM & Hewlett-Packard for customised licences and services.
He’s one of few technology solicitors that knows their stuff and picks up on new technologies fast.
Sharp minds and incisive 'can-do' thinking
A statutory demand suddenly being served in relation to a forgotten Personal Guarantee caused a great deal of consternation, not least because of the punitive and excessive sum being claimed. Hall Ellis Lawyers provided both swift and sound advice which quickly resulted in the demand being set aside much to the chagrin of the lender's solicitors who had unnecessarily wasted time and their client's money in bringing the action. That success was in turn followed by focused negotiation resulting in a reasonable and vastly reduced settlement figure.
Since then Hall Ellis Lawyers have successfully advised on 3 separate matters. The firm's sound advice is invariably coupled with good humour, empathy, much common sense and a readiness to go the extra mile. It manages to embody sharp minds and incisive 'can-do' thinking with a relaxed, non-threatening approach - a perfect combination! Thank you for all your help.
Get legal advice that means something to your business
What's the #1 thing your business is struggling with?