Sale of business legalese question

[DanGarion]

Just wondering if any of our law type people can give me some input on this.

We are selling or business, it's in escrow an about to close. The buyer is going to be out of town the day after new years and thinks my wife should be able to be there to run the business for him that day. This is what the boilerplate California Association of Realtors contact states.


"Consulting and training: Seller shall consult with Buyer methods used in operating the Business. Seller shall provide consulting services for a period of _ days after close of Escrow at no cost to buyer which services shall not exceed a total of _ hours. Seller shall not be responsible for training basics of operating business of the type being sold pursuant to this agreement but only to alert the buyer to the nuances as determined by the seller of operating this type of business."


Our agent seems to think that what the buyer is asking is within reason. We don't agree. What day you?

Sorry for typos on my cell on the road.

[JonInMiddleGA]

It's pretty unreasonable if she has no desire to do so, although not so much I'd let it be a dealbreaker.

It's not crazy, IMO, for the buyer to ask for whatever.
It's also not crazy, IMO, for the seller to say no if that's their preference.

You ain't taking the guy to raise as your adopted child, you're selling him a business. He's not your problem, nor is his schedule. That's his issue, not yours.

[DanGarion]

At the end of the day my wife can't be there to run his business and supervise his employees. We got a baby and I'm working. To me consulting and teaching nuances is not running the business.

[JonInMiddleGA]

re: "only to alert the buyer to the nuances as determined by the seller of operating this type of business."

I'd say the first nuance is "when you own it, having someone there to run the place is YOUR problem"

[timmae]

Seems to me "consulting" and "nuances" does not equal running the business for him when he can't be there. I'd try to accomodate advising him of the intracicies but not if it doesn't work for your situation. It is his responsibility to run his own business. Not yours..

[Blackadar]

Originally Posted by DanGarion

At the end of the day my wife can't be there to run his business and supervise his employees. We got a baby and I'm working. To me consulting and teaching nuances is not running the business.

Well, there's your answer.

I don't see his request as being unreasonable. "Running the business" would just be an "acting manager" position for one day.

I don't see your refusal as being unreasonable. With a baby, she can't be there to do this. Also, it's not like your wife could execute contracts in his absence since she wouldn't be a principal of the business anyway.

So the short answer is "no, I'm sorry, but family circumstances don't permit us to do that". End of story. However, you could offer alternatives like having your wife come in for a couple of hours, work from home that day to assist, etc.

Frankly, what's the big deal about someone being in the office anyway? What are they expected to do? Don't the employees know their jobs well enough to do them for one day without direct supervision?

[PilotMan]

It would seem that consulting and operating are two different things. Money talks.

[stevew]

It's Friday Jan 2, gotta take my labradoodle in for a Brazilian or the world will end!

[CU Tiger]

I'm not lawyer but Ive sold 2 businesses, neither in CA.

I think one of the big pieces of info is missing. You said its in escrow about to close. Will the transaction be closed before EOY?

If not, it is still your company to operate and you can set operating hours. If he feels strongly against your planned operating hours (I.e. closed for business) he is free to run it that day. If he can't do either thats bad luck for him.

Welcome to business ownership, bud. You dont get to go out of town.