Free resource for owners thinking about a sale

The Seller's Legal Checklist: 15 things to have in order before you sign an LOI

Before you sign a letter of intent to sell your business, get 15 things in order: ownership records, entity good standing, sale restrictions in your own agreements, material contracts, customer agreements, your lease, worker classification, IP ownership, obligations to employees, brand and systems ownership, licenses and permits, claims exposure, liens, deal structure with your CPA, and the hard terms of the LOI itself. The free two-page PDF explains each one.

  • Free two-page PDF
  • 15 items in five categories
  • Read before you sign an LOI

Ownership and governance

  1. Confirm who owns what
  2. Get the entity in good standing
  3. Read your own agreements for sale restrictions

Contracts and real estate

  1. List every material contract
  2. Paper your key customer relationships
  3. Review your lease

People

  1. Check worker classification
  2. Make sure the company owns its work product
  3. Know what you owe your people

IP, data, and compliance

  1. Confirm ownership of your brand and systems
  2. Gather licenses and permits
  3. Know your claims exposure

Money and structure

  1. Run a lien search
  2. Talk to your CPA about structure before price
  3. Negotiate the hard terms in the LOI, not after

Get the two-page PDF

Each item explained in plain English, written for owners. No newsletter. The PDF downloads right away.

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Want a second set of eyes before you sign?

We handle buy-side and sell-side transactions on a flat fee, quoted in writing after a free 30-minute call. LOI review starts at $3,500 and full sell-side representation typically runs $25,000 to $60,000. See selling your company.

By Jonathan N. Brandes, Florida Bar No. 1024664. Last reviewed October 1, 2026. General information, not legal advice for your situation.