Practical, deal-focused counsel for buyers and sellers—from LOIs and legal diligence through definitive agreements, closing documents, and agreed transition support.
Transaction Counsel
Buying or selling a business is a consequential ownership transition. The process calls for careful legal planning, clear documentation, and attention to the agreed terms.
Relevant Law provides practical transaction counsel. We help buyers and sellers identify legal issues, negotiate transaction documents, and prepare for an orderly closing.
Whether you're an entrepreneur acquiring your first business, a founder planning an exit, or a company making strategic acquisitions, lawyers provide the transaction experience you need.
Why It Matters
Proper structure and documentation protect your investment and ensure you get what you're paying for, or selling.
Every transaction allocates risk between buyer and seller. Your lawyer ensures you understand and negotiate appropriate risk distribution.
Legal diligence and careful documentation help the parties identify matters that may affect transaction terms or closing conditions.
Clear responsibilities, a documented process, and coordinated closing deliverables support an orderly transaction.
Transaction documents can define the agreed allocation of responsibilities and post-closing obligations.
Today's transaction affects tomorrow's options. Lawyers consider long-term implications of deal terms and structure.
Services
Buy-side and sell-side counsel includes transaction planning, legal diligence, definitive agreements, negotiated risk allocation, ancillary and closing documents, and agreed transition support.
Counsel for buyers from early transaction planning through signing and closing, including LOIs, legal due diligence, purchase-agreement negotiation, ancillary documents, and transition planning.
Counsel for sellers preparing for and documenting a business sale, from letters of intent and diligence requests through definitive agreements, closing deliverables, and agreed transition support.
Legal due diligence for buyers and sellers, focused on organizational records, material contracts, intellectual property, employment matters, and other legal issues relevant to the transaction.
Letters of intent establish the framework for a proposed transaction. Lawyers draft and negotiate key legal terms, including scope, exclusivity, confidentiality, and the path to definitive documentation.
Lawyers draft and negotiate asset purchase agreements, stock purchase agreements, and membership-interest purchase agreements, with negotiated risk allocation, representations, warranties, covenants, conditions, and closing mechanics.
Asset purchase transactions require careful definition of transferred assets, assumed obligations, contract assignments, and closing conditions. Lawyers document the agreed structure and related deliverables.
For stock and membership-interest purchases, lawyers document the transfer of ownership interests, required approvals, and transaction terms in coordination with the parties' other professional advisors.
Disclosure schedules provide transaction-specific exceptions and supporting detail for negotiated representations and warranties. Lawyers prepare and review schedules as part of definitive-agreement work.
Lawyers prepare and coordinate transaction closing deliverables, including certificates, consents, assignments, and other ancillary documents, while tracking agreed closing conditions with the deal team.
After closing, lawyers can help document and implement agreed transition matters, including records handoff, governance updates, and other planned post-closing deliverables.
Where parties agree to contingent consideration, lawyers can document clear definitions, measurement periods, calculation mechanics, and payment terms as part of the transaction agreement.
Virtual-First Transactions
M&A transactions no longer require conference rooms full of lawyers. The virtual-first approach means you can execute transactions efficiently from wherever you are.
Video negotiations allow face-to-face strategy sessions and negotiation calls without travel delays.
Secure deal rooms through MyRelevant keep all transaction documents organized and accessible to authorized parties.
Electronic closings with digital signatures and remote notarization enable efficient transaction execution.
MyRelevant for Transactions
All transaction documents organized in one secure location, LOIs, due diligence, purchase agreements, and closing documents.
Track negotiation progress, document status, and closing conditions through your portal.
Key dates, deadlines, and milestones tracked and visible throughout the deal process.
Strategy sessions and negotiation calls via video conference from anywhere.
Share documents with counterparties, advisors, and lenders with controlled access.
Transaction records preserved for future reference and planned business needs.
The Process
From initial strategy through closing and beyond, here's what to expect when working with your lawyer on your M&A transaction.
Your lawyer discusses your transaction goals, timeline, proposed structure, and legal priorities—whether you are buying or selling.
Transaction-specific
Your lawyer helps frame the proposed legal structure, including an asset purchase, stock purchase, or membership-interest purchase, and identifies documentation priorities.
Transaction-specific
Your lawyer prepares or reviews LOIs, definitive purchase agreements, disclosure schedules, and ancillary documents to reflect the negotiated transaction.
Transaction-specific
Your lawyer negotiates legal terms with the other side's counsel and advises on how proposed terms affect the transaction documents.
Transaction-specific
Lawyers conduct or support legal due diligence, prepare closing deliverables, and coordinate agreed transaction documents through closing.
Transaction-specific
After closing, lawyers can assist with agreed transition documentation and maintain an organized record of transaction documents for future reference.
As agreed
Common Questions
Ideally before signing an LOI. While LOIs are largely non-binding, they establish expectations on key terms that become difficult to renegotiate. Early involvement helps you avoid committing to unfavorable terms and identifies potential issues before you've invested significant time and money.
In an asset purchase, the buyer acquires identified assets and assumes agreed obligations. In a stock or membership-interest purchase, the buyer acquires ownership interests in the entity. The appropriate structure depends on the parties' business objectives and should be coordinated with their tax and financial advisors.
Counsel is most useful before an LOI is signed and throughout the process of legal diligence, definitive-agreement negotiation, and preparation of closing documents. The transaction timeline depends on the parties, the diligence process, and the agreed closing conditions.
Legal due diligence reviews matters relevant to the transaction, such as organizational records, material contracts, intellectual property, employment matters, and regulatory compliance. The scope is tailored to the transaction and works alongside the parties' financial and operational review.
Yes. If the parties agree to contingent consideration, the transaction agreement can define the metrics, measurement period, calculation mechanics, and payment terms. Each party should consider those terms with its financial and tax advisors.
Representations and warranties commonly address organization, authority, material contracts, compliance, employees, and intellectual property. Their scope, qualifications, and related risk-allocation provisions are negotiated for the specific transaction.
Closing requirements vary by transaction, but may include the purchase agreement, certificates, consents, assignments, releases, and other ancillary documents. Counsel coordinates the legal documents and agreed conditions with the deal team.
Many transaction tasks—including document review, negotiations, and execution of transaction documents—can be handled remotely, subject to the parties' needs and applicable formalities. Secure document sharing can keep the deal team organized.
Related Services
Relevant Law serves clients across Virginia, Colorado, and Washington. Explore a local page for m&a lawyers in your area.
Whether you're buying, selling, or exploring options, lawyers are ready to help. Schedule a consultation to discuss your transaction and how lawyers can support your goals.
State Disclosures
Virginia: Legal services in Virginia are provided by independently owned and operated Virginia law firms doing business as Relevant Law. The responsible licensed Virginia lawyer and office address for each Virginia location are listed on that location's office page.
Washington: The Supreme Court of Washington does not recognize specialties in the practice of law, and no representation is made that the quality of legal services to be performed is greater than the quality of legal services performed by other lawyers.
Relevant Law offices are independently owned and operated by licensed attorneys.