Like any other business transaction, sale of a business encompasses myriad of considerations. Such
considerations often involve risk and its allocations to the parties involved. Parties often have to
negotiate and agree upon the price, the allocation of sale price to various assets included in the
sale price, and tax ramifications of such asset allocation, among others. Hence, it is incumbent
upon seller and purchaser of a business to carefully and prudently evaluate such business
transaction....
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