{"ok":true,"canonical_url":"https://dealroom.so/glossary/conditions-precedent-to-closing","api_url":"https://dealroom.so/api/public/glossary/conditions-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":"conditions-precedent-to-closing","term":"Conditions precedent to closing","group":"Doing the deal","definition":"These are specific requirements that must be met by both the buyer and seller before the deal can officially close. They protect both parties by ensuring all agreed-upon terms are satisfied.","what_it_means":"Your loan agreement and purchase agreement will list several conditions precedent. These often include obtaining all necessary third-party consents (like landlord approval), completing due diligence to satisfaction, securing all required insurance policies, and ensuring no material adverse changes have occurred to the business. You must track these closely to avoid closing delays.","url":"https://dealroom.so/glossary/conditions-precedent-to-closing","official_sources":[{"slug":"sop-50-10","title":"SOP 50 10 — Lender and Development Company Loan Programs","official_url":"https://www.sba.gov/document/sop-50-10-lender-development-company-loan-programs","official_label":"View on SBA.gov","authority_tier":2,"publisher":"U.S. Small Business Administration","source_guide_url":"https://dealroom.so/sba-7a/sources/sop-50-10"}],"related":[{"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":"purchase-agreement","term":"Purchase agreement","url":"https://dealroom.so/glossary/purchase-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 specific conditions trigger affiliation due to contractual relationships or franchise agreements?","url":"https://dealroom.so/for-lenders/questions/what-specific-conditions-trigger-affiliation-due-to-contractual-relationships-or-franchise"},{"question":"What specific conditions trigger the requirement for a corporate guaranty in addition to personal guarantees?","url":"https://dealroom.so/for-lenders/questions/what-specific-conditions-trigger-the-requirement-for-a-corporate-guaranty-in-addition-to-p"},{"question":"What specific conditions make a seller's standby note eligible to count towards my equity injection?","url":"https://dealroom.so/sba-7a/questions/what-specific-conditions-make-a-seller-s-standby-note-eligible-to-count-towards-my-equity-"},{"question":"What specific conditions must a seller note meet to be considered \"full standby\" for equity injection?","url":"https://dealroom.so/for-lenders/questions/what-specific-conditions-must-a-seller-note-meet-to-be-considered-full-standby-for-equity-"},{"question":"What conditions must be met to use an SBA 7(a) loan for refinancing existing business debt?","url":"https://dealroom.so/sba-loans/basics/what-conditions-must-be-met-to-use-an-sba-7-a-loan-for-refinancing-existing-business-debt"}]},"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 — Conditions precedent to closing","url":"https://dealroom.so/glossary/conditions-precedent-to-closing","source_type":"DealRoom Data"}}