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...hases and subsequently sells a construction company which has been involved in...carefully examine the potential for liability and weigh the possible risks tha...

...staurants, taverns, or certain construction trades, but I don't consider these...effort. And, unlike the wholesale or Excess & Surplus Lines facilities, PA...

...settlement. If these payments are excessive, they can seriously hamper agency ... financial assets of the agency from excessive valuation demands and/or attorn...

...gent failed to notice that one construction contract his insured had signed re...o any of the following: 1. Admit liability; 2. Participate in any settleme...

...ouse was built and the cost of construction, excluding land ________________________________________________ Construction of home: Masonry ______ Brick Ven...

...Scale Contractor Operations
Construction firms managing multi-million dolla...iscovered when a claim is filed and liability is contested between parties. Fi...

... benefits areas the merging of workers compensation programs. The historical liability exposures, attitudes, and protections available will not be equivalent or applicable to new situations. The following situations should illustrate the potential complexity of this area. Situation 1 A conglomerate purchases and subsequently sells a construction company which has been involved in building municipal stadiums and arenas. After the sale by the conglomerate, a defect is discovered at a prior location-the construction of which occurred before the purchase of the company by the conglomerate. The replacement costs resulting from necessary repairs as ... legal action. Contractual And Joint Venture Undertakings All corporations need to recognize that hold harmless agreements or joint venture agreements may involve potential loss (not normally assumed to exit) for the following reasons: 1) Joint venture liability is not automatically protected under a primary or excess liability policy. 2) Hold harmless and indemnification agreements are only as good as a) enforceability permitted in the jurisdiction of a suit, and b) the financial guarantees of the indemnitor. 3) Contracts are written from different points of view and with varying ... have thousands of articles, checklists, tip sheets, sales letters, and more! Communications Marketing Customer Service Planning Finance/Accounting Risk Management Human Resources Selling Legal and E&O Technology Life/Financial Services Glossaries Management Resources & Links Categories Popular Recent All Back Hidden Liabilities In Mergers And Acquisitions 4/30/2013 10:43:49 PM by CompleteMarkets Editor , Arthur Parry This content has not been rated yet. &# 160 HIDDEN LIABILITIES IN MERGERS AND ACQUISITIONS by Arthur Parry Increased financial benefits coupled with regulatory restrictions have ...

... and every other provision of this Agreement. Severability. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provisions were omitted. Rule of Construction. The parties do hereby acknowledge and agree that each party has participated fully itself and through counsel in the drafting of this Agreement and that the language of all parts of this Agreement, in all cases, shall be construed as a whole, according to its ... the Agency shall receive any so-called contingent, bonus or profit sharing commissions which shall be on account of business produced by the Agency during the year 1997 or prior thereto, the Buyer shall pay to the Sellers an aggregate amount equal to 100 percent of such commissions in excess of the first $28,000 thereof but less than $112,000 plus 75 percent of the amount of such commissions in excess of $112,000, which sum shall be due and payable within 15 days of the receipt of such commissions by ... ' knowledge, in accordance with generally accepted accounting principles, consistently applied throughout the periods covered thereby and present fairly the financial condition of the Agency as of the dates thereof. The aforesaid financial statements make adequate provision for or disclosure of all fixed, absolute and contingent liabilities, obligations and commitments of the Agency including, but not limited to, accrued taxes as of the dates thereof. No material adverse changes or events have occurred or will occur prior to the Closing hereunder affecting the condition of the Agency, financial or otherwise, ...

... and every other provision of this Agreement. Severability. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provisions were omitted. Rule of Construction. The parties do hereby acknowledge and agree that each party has participated fully itself and through counsel in the drafting of this Agreement and that the language of all parts of this Agreement, in all cases, shall be construed as a whole, according to its ... the Agency shall receive any so-called contingent, bonus or profit sharing commissions which shall be on account of business produced by the Agency during the year 1997 or prior thereto, the Buyer shall pay to the Sellers an aggregate amount equal to 100 percent of such commissions in excess of the first $28,000 thereof but less than $112,000 plus 75 percent of the amount of such commissions in excess of $112,000, which sum shall be due and payable within 15 days of the receipt of such commissions by ... ' knowledge, in accordance with generally accepted accounting principles, consistently applied throughout the periods covered thereby and present fairly the financial condition of the Agency as of the dates thereof. The aforesaid financial statements make adequate provision for or disclosure of all fixed, absolute and contingent liabilities, obligations and commitments of the Agency including, but not limited to, accrued taxes as of the dates thereof. No material adverse changes or events have occurred or will occur prior to the Closing hereunder affecting the condition of the Agency, financial or otherwise, ...

... and every other provision of this Agreement. Severability. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provisions were omitted. Rule of Construction. The parties do hereby acknowledge and agree that each party has participated fully itself and through counsel in the drafting of this Agreement and that the language of all parts of this Agreement, in all cases, shall be construed as a whole, according to its ... the Agency shall receive any so-called contingent, bonus or profit sharing commissions which shall be on account of business produced by the Agency during the year 1997 or prior thereto, the Buyer shall pay to the Sellers an aggregate amount equal to 100 percent of such commissions in excess of the first $28,000 thereof but less than $112,000 plus 75 percent of the amount of such commissions in excess of $112,000, which sum shall be due and payable within 15 days of the receipt of such commissions by ... ' knowledge, in accordance with generally accepted accounting principles, consistently applied throughout the periods covered thereby and present fairly the financial condition of the Agency as of the dates thereof. The aforesaid financial statements make adequate provision for or disclosure of all fixed, absolute and contingent liabilities, obligations and commitments of the Agency including, but not limited to, accrued taxes as of the dates thereof. No material adverse changes or events have occurred or will occur prior to the Closing hereunder affecting the condition of the Agency, financial or otherwise, ...