Law Firm Buy Sell Agreements

Law Firm Buy-Sell Agreements: What You Need to Know

As a law firm owner, have you ever considered what would happen to your practice if you were to retire, become disabled, or pass away? Creating a buy-sell agreement is a vital step towards protecting your firm’s future and ensuring a smooth transition of ownership.

What is a Buy-Sell Agreement?

A buy-sell agreement is a legally binding contract that outlines how ownership of a business will be transferred in the event of a triggering event such as retirement, disability, or death. In a law firm, a buy-sell agreement is a formal agreement between attorneys that controls the sale or transfer of their ownership interests in the firm.

Why Should You Have a Buy-Sell Agreement?

There are many benefits to having a buy-sell agreement in place. First and foremost, it ensures that the law firm’s ownership transition is handled smoothly and fairly. Without a buy-sell agreement, the death or disability of a partner can lead to chaos and uncertainty, potentially causing the firm to dissolve.

In addition to ensuring a smooth transition, a buy-sell agreement can also help to protect the interests of all parties involved. For instance, the agreement can stipulate the price and terms of a buyout, preventing disputes over valuation or payment terms. It can also specify how the departing owner’s clients will be handled and can outline the procedures for resolving any disputes that may arise during the transition.

What Should be Included in a Buy-Sell Agreement?

When drafting a buy-sell agreement for your law firm, it’s important to consider a variety of factors. Some key provisions to include in your agreement may include:

– Valuation: How will the value of the ownership interest be determined?

– Funding: How will the purchase be funded? Will the remaining partners pay in cash or through a promissory note?

– Restrictions on Transfer: Will any restrictions on ownership transfers be imposed?

– Successorship: Who will be entitled to succeed to the departing partner`s ownership interests?

– Trigger Events: What are the triggering events that will activate the buy-sell provisions in the agreement, such as retirement, disability, or death?

– Procedure for Dispute Resolution: How will any disputes be resolved, such as through mediation, arbitration, or litigation?


A buy-sell agreement is an essential tool for any law firm owner, providing peace of mind and protecting the interests of all parties involved. By working with an experienced attorney to draft a comprehensive agreement that addresses all relevant issues, you can ensure a smooth transition of ownership and protect the future of your law practice.