{"ok":true,"canonical_url":"https://dealroom.so/glossary/buy-sell-agreement","api_url":"https://dealroom.so/api/public/glossary/buy-sell-agreement","data_freshness":{"sba_records_through":"2026-05-31","fdic_records_through":"2026-03-31","dealroom_last_updated":"2026-06-15","timezone":"America/Chicago"},"source_summary":["Public SBA 7(a) loan records","FDIC institution data","DealRoom lender and franchise enrichment"],"term":{"slug":"buy-sell-agreement","term":"Buy-Sell Agreement","group":"People and paperwork","definition":"The primary legal contract outlining the terms and conditions of the business acquisition, including purchase price, assets being bought, and closing contingencies. This is the cornerstone of your deal.","what_it_means":"This document, also known as a Purchase Agreement or Asset Purchase Agreement, is thoroughly reviewed by your lender and legal counsel. It must clearly define the assets and liabilities being transferred, allocate the purchase price, and specify conditions precedent to closing, aligning with SBA requirements.","url":"https://dealroom.so/glossary/buy-sell-agreement","official_sources":[],"related":[{"slug":"asset-purchase","term":"Asset purchase","url":"https://dealroom.so/glossary/asset-purchase"},{"slug":"stock-purchase","term":"Stock purchase","url":"https://dealroom.so/glossary/stock-purchase"},{"slug":"loi","term":"LOI","url":"https://dealroom.so/glossary/loi"},{"slug":"due-diligence","term":"Due diligence","url":"https://dealroom.so/glossary/due-diligence"}],"related_questions":[{"question":"How does life insurance effectively fund a business buy-sell agreement?","url":"https://dealroom.so/sba-7a/questions/how-does-life-insurance-effectively-fund-a-business-buy-sell-agreement"},{"question":"What distinguishes a cross-purchase from an entity-purchase buy-sell agreement regarding life insurance?","url":"https://dealroom.so/sba-7a/questions/what-distinguishes-a-cross-purchase-from-an-entity-purchase-buy-sell-agreement-regarding-l"},{"question":"What role does life insurance play in funding a buy-sell agreement for business partners?","url":"https://dealroom.so/sba-7a/questions/what-role-does-life-insurance-play-in-funding-a-buy-sell-agreement-for-business-partners"},{"question":"Who typically pays the premiums for life insurance policies used to fund a buy-sell agreement?","url":"https://dealroom.so/sba-7a/questions/who-typically-pays-the-premiums-for-life-insurance-policies-used-to-fund-a-buy-sell-agreem"},{"question":"What are the key distinctions between cross-purchase and entity-purchase buy-sell agreements?","url":"https://dealroom.so/sba-7a/questions/what-are-the-key-distinctions-between-cross-purchase-and-entity-purchase-buy-sell-agreemen"},{"question":"What happens to my personal guaranty obligation if I later sell the business?","url":"https://dealroom.so/sba-7a/questions/what-happens-to-my-personal-guaranty-obligation-if-i-later-sell-the-business"}]},"caveats":["Definitions represent DealRoom's plain-English interpretation for buyers; verify regulatory terms against the official SBA and eCFR sources listed.","Not legal, tax, or financial advice, and not an SBA eligibility determination."],"citation":{"label":"DealRoom.so Glossary — Buy-Sell Agreement","url":"https://dealroom.so/glossary/buy-sell-agreement","source_type":"DealRoom Data"}}