The purchase price in a private deal is never the headline number you first read about. It gets adjusted for a variety of factors, including tax considerations. Negotiating post-closing liability and indemnities also must take tax into account. In this video, Eric Schwartzman and Alexander Lee discuss purchase price and post-closing liabilities as they relate to:
- Sales & use tax
- Payroll tax
- Deferred revenue
- Representation & warranty insurance interacting with tax indemnity claims
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