A typical middle-market sale to a private equity buyer moves from early discussions and NDA, to a letter of intent (LOI) or term sheet, through diligence and definitive agreements, and then to closing. Timelines vary, but the sequence of workstreams is often similar.

Texas non-competes are governed by Sections 15.50 through 15.52 of the Business and Commerce Code. How the ancillary requirement, reformation, sale-of-business covenants, the 2025 health care changes, and the FTC rule fit together.

By Trenton Roberts and Isabella Matuk. A merger clause will not stop a fraud claim in Texas. How Italian Cowboy, Lufkin, and Forest Oil shape anti-reliance drafting, and how the fraud carve-out and R&W policy fit with it.

A lease assignment or change-of-control clause in a commercial lease can stall a sale as effectively as a missing contract or a broken representation. The problem is often not the rent. It is a clause that treats a stock sale, a merger, or a change in the tenant's ownership as