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Buyers and Sellers Closing Responsibilities
The following checklist is designed to be an important reference for business Buyers and Sellers.


1.     
From the time of signing contracts up until the closing, please be available by phone and return calls as soon as possible to your agent and others involved in the sale.  Check your email frequently, as well. 

2.     
Be sure you, as a Buyer, call the Seller to set up and follow through with the Due Diligence review as soon as possible.  It is the Seller’s job to walk the Buyer through the books and records of the business to prove the income and expenses.  Buyers and Sellers do this together on their own time, without Broker involvement, as private business matters are usually discussed.

3.     
If you are receiving email from First Choice, the sender could be This e-mail address is being protected from spam bots, you need JavaScript enabled to view it   Please check your junk email bin frequently, and set it to allow this email information to go directly to your inbox.

4.     
Be sure to have certified cleared funds in the form of a Cashier’s Check or Wire Transfer as per the wire instructions available from the title company.  As a matter of law, personal checks are not acceptable at a closing.  Please wire several days before the closing and obtain cashier’s checks at least one day before the closing.

5.     
It is suggested that an extra $500.00 “cushion” is added to the total amount of the check/transfer requested by the title company.  This is to cover unseen items that often arise in business sales closings.  Any excess funds will be returned to you at the closing via a check from the title company.

6.     
Funds that are coming from relatives, lines of credit, equity loans, stock or mutual fund sales, insurance companies, etc. must all be wired into the title company trust account several days before the closing.  Depositing paper checks received from these sources will cause unnecessary bank processing delays for funds to clear, which can be up to ten business days.  Wiring funds saves time and processing.

7.     
Be sure to be covered by insurance by closing.  The Landlord and any Note Holders should be named as loss beneficiaries.  It can be beneficial to use the Seller’s insurance company when possible.

8.      “TIME IS OF THE ESSENCE” when it comes to all business closings.  Businesses generally close very quickly.  It is imperative that Buyers and Sellers close “on or before” the date specified in the Asset Purchase Agreement.  The closing should happen shortly after all contingencies have been satisfied, even if well before the written date in the Agreement.  The title company will confirm the date and time of closing.

9.      The closing is not postponed for such items as the finalization of corporation paperwork, credit card machine agreements and transfers, or other items not required to close.  These items can be finalized before, during, or after the closing.

10.  Additionally, Buyers or Sellers leaving town, moving, or going on vacation, etc. are not valid or accepted reasons to postpone or change a closing date.  The Buyers and Sellers cannot arbitrarily agree to postpone the closing on their own, without the Broker’s consent.

11.  Buyers should not expect to do any training with Sellers until after the close of escrow.  There is too much risk and liability involved for both parties.

12.  Please be prompt in returning all forms and documents requiring signature, such as the Due Diligence Release form.  Sign off on all documents in an immediate timely manner, as all signatures are expected immediately.  Not signing the forms does not extend Due Diligence or other time periods.

13. 
This is designed to be a basic list, and other requirements may apply.  If you have any questions, please consult your agent and/or the title company when applicable.

 

 

©2009 by Ed Smith, LTD.