Elkhoury Law just turned one last month, and I’m giving out coffee beans in celebration! As a former BigLaw lawyer who launched a solo outside general counsel & construction specialty boutique in Houston, this anniversary is a good excuse to
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SaaS Licensing Agreements: How Texas Startups Can Implement Smart Negotiation Flexibility with SMBs
SaaS founders in Houston and across Texas know SMBs want enterprise features at startup prices, but rigid “take-it-or-leave-it” contracts kill deals. Mid-market flexibility converts tire-kickers to multi-year customers. This post introduces newer SaaS companies to seven negotiation concessions that can…
Buying a Business from a Retiring Owner
Do’s, Don’ts, and Other ConsiderationsEvery day, thousands of baby boomers in the U.S. reach retirement age, and staggering number of them own businesses they have no succession plan for. According to Guidant Financial, 41% of all U.S. businesses are owned…
Limited Partners Just Won Big: Fifth Circuit Rejects IRS "Passive Investor" Test
The Fifth Circuit just handed business owners a significant victory. On January 16, 2026, in Sirius Solutions, L.L.L.P. v. Commissioner, the court held that a “limited partner” under 26 U.S.C. § 1402(a)(13) means exactly what it says: a partner in…
Preparing Your Business for Investment or Strategic Partnership: Legal and Financial Readiness
Attracting investment or forging a strategic partnership represents a transformative opportunity for small and mid-sized businesses—but only if your company is ready to withstand rigorous scrutiny. According to a 2025 investor readiness guide, investor readiness is fundamentally “about building…
Seller Financing in Business Acquisitions: Legal Structuring & Negotiation Guide for Deals
Seller financing can be the difference between a deal that works on paper and a transaction that actually closes, especially in small and mid-market business acquisitions. Properly structured, it can also improve pricing for sellers and reduce cash demands for…
How to Structure and Negotiate Earnouts and Holdbacks in Business Acquisitions
Buying a Business: Legal Due Diligence, Red Flags, and Best Practices for SMB Acquisitions
Acquiring a small-to-medium-sized business can offer rapid growth opportunities and market entry advantages—but buyers face legal and financial risks that often demand rigorous investigation and strategic negotiation. Here’s what serious buyers should expect, and a few common red flags to…