When do you sign a purchase and sale agreement?

Yes. If worded correctly, a liability waiver is effective. Note that a few states do not allow liability waivers and others have strict requirements for their enforceability. Disclaimer - This information is provided for general informational purposes only. No information contained in this post should be construed as legal advice and does not establish an attorney-client relationship.

Whoever drafts the PSA, will draft it to their benefit. This is the reason that buyers, not sellers, will tend to draft the document as the seller is leaving the business and the buyer is gaining the business. Buyers therefore, tend to benefit from the draft of the agreement as they outline the things they will need to feel comfortable enough to proceed with the sale. I have extensive experience with PSA agreements. If you need drafting or reviewing assistance, you can contact me through the website or directly to my profile page at Donya Gordon Donya Gordon

Good morning - I am a WA State attorney. The purchase and sale agreement should, itself, specify the governing law that would be applicable; if that term is not already part of the PSA you were presented, it should be added. If you are buying a business in WA, normally the PSA will say that WA law will apply, but if you are buying a franchise, it's possible that the PSA will say something like that law of Delaware may apply. Washington has good governing law for this type of agreement. I also suggest that you discuss any concerns with your buyer's agent, and possibly request a WA State attorney to review all the documents before you sign anything.

It is almost always possible to amend a signed contract, but, of course, all signatories to the original contract would also need to sign any amendment. If, however, you foresee things you may want to sign later down the road, it'd be best to negotiate changes to the original contract, rather than amending an existing one....for one thing, what if the other signatories don't agree to your proposed amendment(s)?

Some contracts incorporate both reasons for breaching or ending a contract, and some incorporate the amount of a penalty. Most business contracts incorporate what state's laws apply, and whether a dispute will be taken to arbitration or court. If nothing is specified in a contract, parties are most likely to sue for lost income. To truly make an informed decision, I recommend that you consult with a business attorney BEFORE you sign a contract, so that he or she can review the proposed contract and recommend changes BEFORE you sign.