{"ok":true,"canonical_url":"https://dealroom.so/glossary/post-closing-consulting-agreement","api_url":"https://dealroom.so/api/public/glossary/post-closing-consulting-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":"post-closing-consulting-agreement","term":"Post-Closing Consulting Agreement","group":"Doing the deal","definition":"This is an agreement where the seller stays on for a period after closing to provide consulting services to the buyer. It's often used to ensure a smooth transition of operations and customer relationships.","what_it_means":"A Post-Closing Consulting Agreement can be structured to support the buyer's transition, but the SBA has strict rules. Payments to the seller under such an agreement cannot be disguised debt or excess compensation; they must be for actual, market-rate services. Ensure the agreement's terms are reasonable and documented to avoid issues with the SBA.","url":"https://dealroom.so/glossary/post-closing-consulting-agreement","official_sources":[{"slug":"13-cfr-part-120","title":"13 CFR Part 120 — Business Loans","official_url":"https://www.ecfr.gov/current/title-13/chapter-I/part-120","official_label":"View on eCFR","authority_tier":1,"publisher":"Office of the Federal Register","source_guide_url":"https://dealroom.so/sba-7a/sources/13-cfr-part-120"},{"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":"non-compete","term":"Non-compete","url":"https://dealroom.so/glossary/non-compete"},{"slug":"seller-note","term":"Seller note","url":"https://dealroom.so/glossary/seller-note"},{"slug":"standby","term":"Standby","url":"https://dealroom.so/glossary/standby"},{"slug":"earnout","term":"Earnout","url":"https://dealroom.so/glossary/earnout"}],"related_questions":[{"question":"Can a seller's post-closing consulting agreement influence the standby status of their seller note?","url":"https://dealroom.so/sba-7a/questions/can-a-seller-s-post-closing-consulting-agreement-influence-the-standby-status-of-their-sel"},{"question":"Can the seller's post-closing consulting agreement influence the standby status of their seller note?","url":"https://dealroom.so/sba-7a/questions/can-the-seller-s-post-closing-consulting-agreement-influence-the-standby-status-of-their-s"},{"question":"Does a seller's post-closing consulting agreement influence their standby note status with the SBA?","url":"https://dealroom.so/sba-7a/questions/does-a-seller-s-post-closing-consulting-agreement-influence-their-standby-note-status-with"},{"question":"What factors should a lender assess regarding a seller's post-closing consulting agreement in a change of ownership?","url":"https://dealroom.so/for-lenders/questions/what-factors-should-a-lender-assess-regarding-a-seller-s-post-closing-consulting-agreement"},{"question":"What specific limitations must a lender impose on a seller's post-closing consulting agreement to ensure it does not imply retained control or undue influence?","url":"https://dealroom.so/for-lenders/questions/what-specific-limitations-must-a-lender-impose-on-a-seller-s-post-closing-consulting-agree"},{"question":"Does a full standby seller note prevent the seller from receiving any consulting fees from the business post-acquisition?","url":"https://dealroom.so/sba-7a/questions/does-a-full-standby-seller-note-prevent-the-seller-from-receiving-any-consulting-fees-from"}]},"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 — Post-Closing Consulting Agreement","url":"https://dealroom.so/glossary/post-closing-consulting-agreement","source_type":"DealRoom Data"}}