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My name is Mike Rosendahl with PCE Investment Bankers and today Ill explain three terms you need to know before negotiating a purchase agreement. When negotiating the sale of your business, the purchase agreement will outline the termsand conditions of the sale. While the price and networking capital target are the most criticalsections, there are three other terms you will want to focus on. Representations and warranties, the cap and the basket. reps and warranties are statements in the purchase agreement that provide facts and security against loss if the statements made are not true. It is criticalthat you disclose everything. if you dont youre leaving yourself vulnerable to claims from the buyer which will reduce your proceeds. There willalways be exceptions to the representations and warranties and these are listed on the schedules. This acts as your get out of jail free card. There are two types of representations and warranties: fundamental and non-fundamental. F
