Membership Interest Purchase Agreement
A Membership Interest Purchase Agreement that acquires an LLC by buying the membership interests, with the tax and consent issues that structure raises.
Every provision is there for a reason, and we can tell you what each one does. A full custom draft prepared from your transaction, your counterparty, and the risks that are actually in front of you.
Frequently asked questions
The fee covers the finished document, filing-ready or send-ready as applicable, the supporting exhibits or attachments described in the scope, and a short cover memorandum explaining the choices made. It is fixed at this scope: one transaction. 2 rounds of revisions are included. If your matter falls outside that scope we tell you before starting and quote the difference — we do not bill past a flat fee without agreeing it first.
2 to 3 weeks from a complete set of instructions, plus time for the 2 rounds of revisions included in the fee. If you are working to a court deadline or a closing date, tell us when you order and we will confirm in writing whether we can meet it before you commit.
$9,750 is $325/hour × 30 hours — the time this deliverable takes in an ordinary m&a matter, at the firm's standard rate. Because it is a flat fee, the risk of the work running long sits with the firm: you pay $9,750 whether it takes us the estimate or twice it.
Third-party costs are never inside a flat fee and are passed through at cost, never marked up: court and agency filing fees, court reporter and transcript charges, expert witness fees, search vendor and e-discovery hosting charges, process server fees, and travel.
The business terms you have agreed so far, the counterparty and which side of the deal you are on, any existing draft, term sheet, or prior agreement, and your risk tolerance on the provisions that matter most to you. Send what you have — if something is missing we will tell you what else we need before the turnaround clock starts.
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Other M&A work MC Law prepares on a flat fee.
Legal Due Diligence Report
A custom-drafted Legal Due Diligence Report that reads the target's contracts, corporate records, and liabilities and tells you what you are actually buying.
Disclosure Schedules Preparation (Long Form)
A detailed Disclosure Schedules Preparation that builds the exception schedules that make the representations true and cap the indemnity exposure, covering the edge cases short forms leave open.
Disclosure Schedules Preparation — Long Form (Buyer Side)
A long-form, buyer-favorable Disclosure Schedules Preparation that builds the exception schedules that make the representations true and cap the indemnity exposure.
Disclosure Schedules Preparation — Long Form (Seller Side)
A comprehensive Disclosure Schedules Preparation drafted from the seller position, covering the agreement that builds the exception schedules that make the representations true and cap the indemnity exposure.