We can help you with a variety of commercial law services, from buying & selling a business to software & commercial contracts.
Providing legal support to anyone buying or selling a business is one of the cornerstones of our service and we are available to help you in this area.
Buying or selling a business can be a very complex, process so quality legal representation is vital. We have dealt with hundreds of business sales and acquisitions across a multitude of sectors, for clients in the UK and internationally, and are here to ensure the legal formalities are properly completed and that your interests are protected at all stages. We also have tax and accounting experts who will look at the financial issues in regards to the process.
We always consider the future when dealing with any business sale or acquisition, meaning we will look to anticipate and prevent any problems that may occur further down the line.
If you are buying a business then we will undertake a full investigation into the company in question, ensuring the price you are due to pay is a fair one and that you are aware of any assets that may be excluded, as well as liabilities, future profitability and any obligations you will take on as owner.
Our services in this field are worked out on a set fee basis, so you can be comfortable in the knowledge that all our work will be covered by one price. The cost calculator below can give you an indication of costs, although the exact fee will be decided upon when we know more about your situation.
We will ensure a clause is inserted into the contract governing acceptance testing, which is designed to simulate the environment the software will be used in and the typical extremes under which it will be expected to operate. The software must perform well in these tests to be accepted for use.
We will ensure that payment terms are fair and acceptable to you. In many cases, this will mean instalment payments linked to agreed milestones in the development process.
These will be written into the contract to stipulate the developer’s responsibility for correcting problems that may arise after delivery.
A software contract must specify the form in which the software will be provided to you. This will normally be in the form of ‘object code’, which is a disc or other storage device from which you can download the program. This is separate from ‘source code’, which is the underlying code that actually constitutes the program.
To protect your interests it may be necessary to have a clause in the contract that allows us or another party to hold the source code in escrow. See our escrow page for further information.
Any software contract must lay out how the program will be maintained, fixed or updated by the developer when necessary.
Lawdit’s company commercial department deals with a wide range of contractual matters, specialising in Intellectual Property Rights, Privity and IT Contracts. If you are an IT business, you need skilled and professional advice.
Lawdit is retained as in-house counsel for a number of small to medium sized enterprises. We often support much larger legal concerns with their day to day legal affairs or other specialist contractual matters.
Lawdit commercial solicitors can draft IT and Privity contracts to your particular needs or review contracts suppliers or customers want you to sign. We offer fixed fees wherever possible and strive to meet your desired turnaround times.
Who owns the copyright?
If you employ someone to carry out some work, the owner of the company is the owner of the Intellectual Property Rights (IPR). If you commission the work then it is the sub-contractor who is the owner of the work, unless otherwise agreed.
The Contracts (Rights Of Third Parties) Act 1999?
In brief, all contracts ought to reflect this legislation which seeks to reform the rule of “privity of contract”under which a person can only enforce a contract if he or she is a party to it. The rule means that, even if a contract is made with the purpose of conferring a benefit on someone who is not a party to it, that person (a “third party”) has no right to sue for breach of contract.
This new law sets out the circumstances in which a third party is to have a right to enforce a term of the contract, the situations in which such a term may be varied or rescinded, and the defences available to the promisor when the third party seeks to enforce the term. Watch out for it in your contracts.