When purchasing a business, buyers often prefer that the transaction be structured as an asset purchase rather than a stock purchase.  In a stock purchase, the buyer purchases the target company as an entity, and therefore assumes the seller’s liabilities, since the company being acquired retains all of its liabilities as a matter of law. ...Read More

The Spring 2015 issue of the KDDK Advantage Newsletter, which provides timely legal information on a wide range of topics of interest to KDDK clients, is now available. Click to download PDF version» Would you like to receive news and information from KDDK in the future? Sign up now! 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Read More

Several clients have contacted us concerning a document or correspondence they received which appears to have been sent by a government office, “Corporate Services” or other similar name.  This correspondence generally solicits a fee to keep and process the business’s annual records, cites Indiana Code, requests corporate information, and gives the impression that the business needs to...Read More

To most, it may seem obvious that a subcontractor would have the obligation to seek an explanation when there is an unknown symbol on the architectural design drawings to be used for a new construction project. The truth is, however, such obligation really depends on the specific situation. Seemingly small mistakes in this area may...Read More

The Indiana Court of Appeals recently ruled in Hi-Tec Props., LLC v. Murphy that a rental agreement clause, which immunized the landlord from damages caused by mold, was contrary to public policy, inconsistent with common-law principles of tort law, and void altogether.  The Court concluded that it is well-settled that a landlord may be held...Read More

Most parties to contracts understand that they must be careful that contract terms accurately reflect the proposed transaction and are in their interest. One might also assume that if there is a breach of contract, then the non-breaching party is not under any further obligation and will be entitled to the full measure of damages. Such an...Read More

Under Indiana law, newly-formed entities are generally required to designate a registered agent for the purposes of receiving service of process in Indiana.  However, business entities formed after June 30, 2014, will face new formation and organization requirements as a result of recent legislative changes. For example, effective July 1, 2014, newly-formed entities including limited...Read More

The Supreme Court ruled earlier this week 5-4 in favor of Hobby Lobby Stores, Inc. and Conestoga Wood Specialties Corp. in the case of Burwell v. Hobby Lobby (formerly named Sebelius v. Hobby Lobby). The case was the strongest legal challenge to the Affordable Care Act since 2012. The case concerned the Department of Health and Human Services...Read More

Security and value – win/win objectives sought by both sellers and buyers in negotiating supplier documents. Where pursuit of these objectives is sincere, one finds healthy supplier/purchaser relationships. Long-term profitability more often follows. This is rarely more apparent than in this week’s business news. Pharma leader Eli Lilly was reportedly just hit with a $6...Read More

Suppliers and customers often pay little attention to the general terms and conditions of sale – the “boilerplate” – found in supply contracts and other business forms. But if a dispute arises between the parties, these terms and conditions are critical in determining your rights and a business’s liability exposure. In this FREE seminar, KDDK...Read More