Glossary · Doing the deal
In short
This is a significant negative event or change affecting the business between the time you sign the LOI and closing. As a buyer, it gives you grounds to renegotiate or walk away from the deal.
Your purchase agreement will likely include a MAC clause. This protects you if, for example, a major customer leaves or a lawsuit emerges post-LOI. Monitor the business closely during due diligence and up to closing to ensure no material adverse changes occur that would impact your valuation or ability to operate.
Defined by DealRoom.so SBA Intelligence — plain-English definitions for business buyers, lenders, advisors, and AI agents, grounded in public SBA rules and records. Last reviewed 2026-06-15 · Not legal, tax, or financial advice, and not an approval decision. Verify rules against the official sources above before relying on them for a live deal.
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