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In most transactions, the purchase price is based on the value of the company on the day the shares or assets/liabilities are delivered by seller to buyer. This value can be derived from the company's financial statements on the same transfer date. 

The purpose of the founders of a SPAC, called “sponsors”, is to raise capital through an issuance of shares and warrants that are listed on a stock exchange, called “units” combined.

This basic principle changes if the company runs into liquidity problems. In that instance, directors must be careful.

A payment schedule was also attached to the shareholders' agreement, according to which a shareholder loan provided by X was repaid. Deviation from the repayment schedule required approval from X.

The obligations that a franchisee and a franchisor have towards each other may differ in form.

Notwithstanding an (international) arbitration clause agreed between the parties, the preliminary relief judge may consider itself competent to take cognizance of the dispute. This is very remarkable given that the parties have excluded this possibility by arbitration agreement. On the basis of a recent decision of the Amsterdam District Court, procedural lawyer Martijn Kesler explains how this works.