Uniform Commercial Code (UCC): Primary federal law governing commercial transactions, especially Article 2 which regulates the sale of goods
Securities Exchange Act: Federal law governing securities transactions and requiring registration of securities sales if applicable
Hart-Scott-Rodino Act: Requires companies to file pre-merger notifications for large transactions to prevent antitrust violations
Federal Antitrust Laws: Including Clayton Act and Sherman Act, preventing monopolistic practices and protecting market competition
Internal Revenue Code: Federal tax regulations affecting the structure and tax implications of the sale
State UCC Variations: State-specific modifications to the Uniform Commercial Code that may affect sales agreements
WARN Act: Requires employers to provide advance notification of significant employment losses in certain business sales
ERISA: Governs employee benefit plans and their treatment in company sales
COBRA: Provides continuation of group health coverage that might otherwise be terminated due to business sale
Intellectual Property Laws: Including Patent Act, Copyright Act, Trademark Act, and Trade Secret laws affecting IP transfer in sales
Environmental Regulations: EPA regulations, state environmental laws, and CERCLA affecting environmental liabilities in business sales
Industry-Specific Regulations: Particular licensing and compliance requirements specific to the industry involved in the sale
Statute of Frauds: Common law requirement that certain contracts must be in writing to be enforceable
Contract Formation Requirements: Legal principles governing offer, acceptance, and consideration in contract formation
