Sellers- beware of predatory purchasers and their counsel / ISC meetings – schedule your meeting now / Holiday Party 2024 - rsvp if attending November 6, 2024
Homepage > Alarm & Security Law > Alarm Articles > Sellers- beware of predatory purchasers and their counsel / ISC meetings – schedule your meeting now / Holiday Party 2024 - rsvp if attending November 6, 2024
KEN KIRSCHENBAUM, ESQ ALARM - SECURITY INDUSTRY LEGAL EMAIL NEWSLETTER / THE ALARM EXCHANGE You can read all of our articles on our website. Having trouble getting our emails? Change your spam controls and whitelist ken@kirschenbaumesq.com ****************************** Sellers- beware of predatory purchasers and their counsel / ISC meetings – schedule your meeting now / Holiday Party 2024 - rsvp if attending November 6, 2024 ************************* Final days to schedule your free private meeting with KK at ISC East No "last minute" meetings will be scheduled. *************************** If you're interested in a private [yes, it's free] meeting at ISC East [we will be meeting just outside the exhibit hall] please contact Stacy Spector,Esq at 516 747 6700 x 304 or SSpector@Kirschenbaumesq.com. Concierge Clients will have priority. ************************** Sellers- beware of predatory purchasers and their counsel ************************* Once again I am asked to save a Seller alarm co from itself after it gets sued by the Purchaser of its accounts. The facts are common, and so unfortunate and unnecessary. Seller of alarm accounts decides to use a local attorney who specializes in real estate matters; not alarm law or alarm clients and not litigation. Broker brings a prospective purchasers and makes the introduction to Seller. A deal is made. The problem, from the get-go, is that the Seller and its real estate attorney didn’t know that the prospective Purchaser and its attorney fairly adept in alarm deals to be followed up by litigation. I call that a Predatory Purchaser. So what happens when you do a deal with a Predatory Purchaser, and you have an unsophisticated attorney represent you? Well, just what you’d be afraid of; the Purchaser blew through the Hold Back and then sued for more losses above and beyond the Hold Back. The additional lost accounts were alleged to be accounts that were not authorized by the customer’s appropriate officers, and therefore unenforceable. I am not going into the complete facts. But Seller made certain representations and warranties in the Sale Agreement that went well beyond what a Seller would know. For example, does a Seller really know if every system was installed properly or if every contract is enforceable? Even I wouldn’t opine on whether every contract was enforceable because there are too many factors that could influence a judge regarding enforceability. Here is what I want you to remember: 1. When it comes to your attorney, ask: How many alarm deals have you done What is your area of expertise How many of your transactions, whether representing seller or buyer [outside the alarm industry] ended up with a dispute and litigation If you’ve had alarm deals, how many ended up in litigation
2. Here’s what you want to know from your prospective Purchaser, before you accept a deal How many alarm acquisitions deals have you had go to contract How many alarm acquisitions have you completed to purchase How many of your alarm deals have gone to litigation or dispute
OK, here are the answers you are looking for and it’s pretty simple: You want an attorney who has done a number of alarm transactions. K&K has done hundreds. You want an attorney who has had no alarm transactions go to litigation. K&K has had none. You want a Purchaser who has not had any litigation over an acquisition. By the way, I don’t care what explanation you might get for why deals went to litigation after closing. One is too many. Here’s another question for a Purchaser: What percentage of the Hold Back do you end up with? With Predatory Purchasers you will find, if they are truthful, that no Seller has any hope of seeing any part of the Hold Back. And, why is it that the Purchasers who demand long and tedious due diligent periods are the ones who end up with post-closing issues? You select the wrong attorney, shame on you. You select the wrong Purchaser too, double shame on you. Call with your tale of woe; my heart bleeds for you. ************************** Holiday Party 2024 – this is your invitation - rsvp if attending ************************** The K&K Holiday Party will be on December 12, 2024 in Old Westbury, NY from 6:30 to 9:30 PM. You’re invited, but you do need to RSVP before December 1, 2024 so we can properly plan. Format is casual dress, cocktails and plenty of pass-around hors d'oeuvres; you won’t leave hungry. Please send your RSVP to Kathleen Lampert at 516 747 6700 x 319 or KLampert@Kirschenbaumesq.com or Amy Laveglia at 516 747 6700 x 313 or ALaveglia@Kirschenbaumesq.com. Come see old and meet new friends at this social event. Looking forward to seeing you at the party. ************************ STANDARD FORMS Alarm / Security / Fire and related Agreements click here: www.alarmcontracts.com *************************** CONCIERGE LAWYER SERVICE PROGRAM FOR THE ALARM INDUSTRY - You can check out the program and sign up here: https://www.kirschenbaumesq.com/page/concierge or contact our Program Coordinator Stacy Spector, Esq at 516 747 6700 x 304. *********************** ALARM ARTICLES: You can always read our Articles on our website at ww.kirschenbaumesq.com/page/alarm-articles updated daily ******************** THE ALARM EXCHANGE - the alarm industries leading classified and business exchange - updated daily ************************* Wondering how much your alarm company is worth? Click here: https://www.kirschenbaumesq.com/page/what-is-my-alarm-company-worth ****************************** Getting on our Email List / Email Articles archived: Many of you are forwarding these emails to friends or asking that others be added to the list. Sign up for our daily newsletter here: Sign Up. You can read articles and order alarm contracts on our web site www.alarmcontracts.com ************************** Ken Kirschenbaum,Esq Kirschenbaum & Kirschenbaum PC Attorneys at Law 200 Garden City Plaza Garden City, NY 11530 516 747 6700 x 301 ken@kirschenbaumesq.com www.KirschenbaumEsq.com
