{"ok":true,"canonical_url":"https://dealroom.so/glossary/condition-precedent-to-closing","api_url":"https://dealroom.so/api/public/glossary/condition-precedent-to-closing","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":"condition-precedent-to-closing","term":"Condition Precedent to Closing","group":"Doing the deal","definition":"Specific requirements that must be met by both buyer and seller before the deal can legally close. Failing to satisfy these can kill the deal.","what_it_means":"Your LOI and purchase agreement will detail these conditions, like securing your SBA loan, completing due diligence, getting landlord approval for a lease assignment, or obtaining specific licenses. Both parties must actively work to fulfill their conditions, or the closing date will slip, or the deal may fall apart.","url":"https://dealroom.so/glossary/condition-precedent-to-closing","official_sources":[],"related":[{"slug":"loi","term":"LOI","url":"https://dealroom.so/glossary/loi"},{"slug":"due-diligence","term":"Due diligence","url":"https://dealroom.so/glossary/due-diligence"},{"slug":"loan-agreement","term":"Loan agreement","url":"https://dealroom.so/glossary/loan-agreement"},{"slug":"escrow-holdback","term":"Escrow / holdback","url":"https://dealroom.so/glossary/escrow-holdback"}],"related_questions":[{"question":"What if a loan authorization requires a specific condition precedent to closing that is not met?","url":"https://dealroom.so/for-lenders/questions/what-if-a-loan-authorization-requires-a-specific-condition-precedent-to-closing-that-is-no"},{"question":"What constitutes a \"material adverse change\" in a borrower's financial condition that requires lender action prior to closing?","url":"https://dealroom.so/for-lenders/questions/what-constitutes-a-material-adverse-change-in-a-borrower-s-financial-condition-that-requir"},{"question":"What if a Phase I ESA identifies a Recognized Environmental Condition (REC) but deems it a 'de minimis' condition?","url":"https://dealroom.so/for-lenders/questions/what-if-a-phase-i-esa-identifies-a-recognized-environmental-condition-rec-but-deems-it-a-d"},{"question":"When is life insurance on key principals a mandatory loan condition?","url":"https://dealroom.so/for-lenders/questions/when-is-life-insurance-on-key-principals-a-mandatory-loan-condition"},{"question":"What steps should a lender take if a Phase I ESA identifies a Recognized Environmental Condition (REC)?","url":"https://dealroom.so/for-lenders/questions/what-steps-should-a-lender-take-if-a-phase-i-esa-identifies-a-recognized-environmental-con"},{"question":"When a Phase I Environmental Site Assessment (ESA) identifies a Recognized Environmental Condition (REC), what are the lender's subsequent responsibilities?","url":"https://dealroom.so/for-lenders/questions/when-a-phase-i-environmental-site-assessment-esa-identifies-a-recognized-environmental-con"}]},"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 — Condition Precedent to Closing","url":"https://dealroom.so/glossary/condition-precedent-to-closing","source_type":"DealRoom Data"}}