--- title: How to Buy a Business description: How to Buy a Business --- [![Goosman Lawfirm](https://blog.goosmannlaw.com/hs-fs/hubfs/Goosmannlaw%20October2017/images/Goosmann_Law_Firm_logo_4C-white.png?width=1250&name=Goosmann_Law_Firm_logo_4C-white.png "Goosman Lawfirm")](http://goosmannlaw.com/) - [COVID-19 Toolbox](https://goosmannlaw.com/covid-19-resource-toolbox/) - Our Team - [Attorneys](https://goosmannlaw.com/attorneys/) - [Non-Attorney Staff](https://http://goosmannlaw.com/non-attorney-staff/) - Practices & Industries - [Practices](https://goosmannlaw.com/practices/) - [Banking & Finance](https://goosmannlaw.com/banking-finance/) - [Bankruptcy, Restructuring & Workouts](https://goosmannlaw.com/bankruptcy-restructuring-workouts/) - [Business](https://goosmannlaw.com/business/) - [Divorce & Family Law](https://goosmannlaw.com/divorce-family-law/) - [Employment](https://goosmannlaw.com/employment-law/) - [Environmental, Health & Safety](https://goosmannlaw.com/health-safety/) - [Estate Planning](https://trustlawcounsel.com) - [Gestational Surrogacy & Adoption](https://goosmannlaw.com/gestational-surrogacy-adoption/) - [International Law](http://goosmannlaw.com/international-law/) - [Litigation / Trial Law](https://goosmannlaw.com/litigation-trial-law/) - [Local Counsel](https://http://goosmannlaw.com/local-counsel/) - [Mergers & Acquisitions](https://goosmannlaw.com/mergers-acquisitions/) - [Rapid Response](https://goosmannlaw.com/rapid-response/) - [Industries](https://goosmannlaw.com/industries/) - [Agribusiness & Cooperatives](https://goosmannlaw.com/agribusiness-cooperatives/) - [Construction](https://goosmannlaw.com/construction/) - [Cyber Law and Telecommunications](https://goosmannlaw.com/cyber-law/) - [Education](https://goosmannlaw.com/education/) - [Health Care](https://goosmannlaw.com/health-care/) - [Manufacturing](https://goosmannlaw.com/manufacturing-law/) - [Multifamily Housing](https://goosmannlaw.com/multifamily-housing-law/) - [Non-Profit & Tax Exempt Organizations](https://goosmannlaw.com/non-profit-law/) - [Real Estate](https://goosmannlaw.com/real-estate/) - [Transportation](https://goosmannlaw.com/transportation/) - [Tribal](https://goosmannlaw.com/tribal/) - Our Firm - [Firm News](https://blog.goosmannlaw.com/firm-news) - Careers - [Attorneys](https://goosmannlaw.com/careers/attorneys/) - [Administration](https://goosmannlaw.com/careers/administration/) - [Internships](https://goosmannlaw.com/careers/internships/) - [Client Testimonials and Results](https://goosmannlaw.com/our-firm/client-testimonials-and-results/) - [Culture, Diversity, and Community](https://http://goosmannlaw.com/our-firm/culture-diversity-and-community/) - [Women-Owned Business](https://goosmannlaw.com/our-firm/women-owned-business/) - [Associations & Memberships](https://goosmannlaw.com/associations-memberships/) - [Firm History](https://goosmannlaw.com/firm-history/) - Blogs - [CEO Law Review](https://blog.goosmannlaw.com/ceo-on-your-side) - [Construction Lawyer](https://blog.goosmannlaw.com/construction-lawyer-on-your-side) - [Cyber Lawyer](https://blog.goosmannlaw.com/cyber-lawyer-on-your-side) - [Deal Maker](https://blog.goosmannlaw.com/deal-maker-on-your-side) - [Divorce Docket](https://blog.goosmannlaw.com/divorce-lawyer-on-your-side) - [Food for Thought](https://blog.goosmannlaw.com/agricultural-lawyer-on-your-side) - [HR Legal Insider](https://blog.goosmannlaw.com/human-resources-on-your-side) - [Law Doc](https://blog.goosmannlaw.com/health-lawyer-on-your-side) - [Paralegal Review](https://blog.goosmannlaw.com/paralegal-review/) - [Real Estate Lawyer](https://blog.goosmannlaw.com/real-estate-lawyer-on-your-side) - [Risky Business](https://blog.goosmannlaw.com/risk-manager-on-your-side) - [The Banker’s Suit](https://blog.goosmannlaw.com/banking-lawyer-on-you-side) - [Trial Law Review](https://blog.goosmannlaw.com/trial-lawyer-on-you-side) - [Trust Law Counsel](https://blog.goosmannlaw.com/estate-planning-laywer-on-your-side) - Resources - [COVID-19 Resource Toolbox](https://goosmannlaw.com/covid-19-resource-toolbox/) - [Podcast](http://podcast.goosmannlaw.com/) - [Videos](https://goosmannlaw.com/videos/) - [FREE eBooks & Tools](https://goosmannlaw.com/free-ebooks-tools/) - Contact Us - [Office Locations](https://goosmannlaw.com/locations/) - [Sioux City Law Firm](https://goosmannlaw.com/locations/sioux-city-law-firm/) - [Sioux Falls Law Firm](https://goosmannlaw.com/locations/sioux-falls-law-firm/) - [Omaha Law Firm](https://goosmannlaw.com/locations/omaha-law-firm/) - [Spirit Lake & Spencer Law Firms](https://goosmannlaw.com/locations/spirit-lake-and-spencer-law-firm/) - [Real Estate Closings Office](https://goosmannlaw.com/locations/real-estate-closing-office/) - [Submit a Testimonial](https://goosmannlaw.com/submit-a-testimonial/) - [Sign Up for Our Newsletter](https://goosmannlaw.com/sign-up-for-our-newsletter/) - [Pay Online](https://goosmannlaw.com/pay-online-3/) - [  (855) 843-4531](tel:855-843-4531) ![](https://blog.goosmannlaw.com/hubfs/Blog_Images/Lockbox%20Lawyer/close-button.png) [tel:855-THE-GLF1](tel:855-THE-GLF1) [Business News and Insights](https://blog.goosmannlaw.com/blog/topic/business-news-and-insights) [CEO](https://blog.goosmannlaw.com/blog/topic/ceo) # [How to Buy a Business](https://blog.goosmannlaw.com/blog/how-to-buy-a-business) By [Goosmann Law Team](https://blog.goosmannlaw.com/blog/author/goosmann-law-team)   |  13, June 2013 [READ NOW](https://blog.goosmannlaw.com/blog/how-to-buy-a-business) [Read Post](https://blog.goosmannlaw.com/blog/how-to-buy-a-business#article) [![](https://blog.goosmannlaw.com/hs-fs/hubfs/Logos/Logo1.jpg?width=60&name=Logo1.jpg)](https://blog.goosmannlaw.com/blog/author/goosmann-law-team) [Goosmann Law Team](https://blog.goosmannlaw.com/blog/author/goosmann-law-team)  Tags: [Business News and Insights](https://blog.goosmannlaw.com/blog/topic/business-news-and-insights) [CEO](https://blog.goosmannlaw.com/blog/topic/ceo) December 5, 2012 - If it’s your dream to buy a business and channel your passion and energy to develop it into your vision, making smart decisions on the front end can ensure you are able to achieve your goals. There are some simple and not-so-simple steps to take on the road to buying a business to ensure you do not run into any speed-bumps along the way. Hiring a knowledgeable and resourceful attorney to help you navigate the buying process is a solid investment into your new business. First, investigate the opportunity and the market. Explore opportunities to create efficiencies to improve the bottom line of the business and exploit unexplored prospects to expand the business. Consider your lifestyle and how you want to spend your time. You will also have to consider the investment you’ll be required to make and evaluate your willingness to take risks. Depending on the type of industry involved, there are specialized agents who market businesses for sale. A business plan, marketing model, or other tool may aid you in attracting investors or traditional financing as well. Next, an attorney can draft a Letter of Intent setting out the major perimeters of the deal, such as the purchase price, earnest money deposit, and due diligence. Some detail should be given to how you plan to inspect the business and what must be kept confidential. Consider carefully what terms you would like in the Letter of Intent. It can be both a jumping off point for negotiations and a boundary in which you keep the seller caged. Once a Letter of Intent is executed, you should dive into your due diligence, exploring the seller’s financials, physical plants, records, employee statistics, branding, intellectual property, and market and product share. An attorney should oversee this process to ensure you are given access to the most pertinent documents and materials you need to make an informed assessment of the business. Then, a Purchase Agreement will be negotiated and executed. An attorney will be vital to helping you negotiate not only the best price, but also the best terms. It is in your interest to find an attorney experienced in navigating the following issues: - Financing - Investors - Options - Rights of First Refusal - Real Estate Considerations - Exclusivity - Intellectual Property - Franchising - Joint Venture Agreements - Tax Clearance Letters - Environmental Issues - Title Issues - Title Insurance - Insurance - Internal Governing Documents - Regulatory Issues - Government Contracts - DBE Status - Vendor Contracts - Customer Base - Large Customers - UCC Liens - Mortgages - Personal Guarantees - Investment Opportunities - Manufacturing - International Trade Issues - Shipping - Confidentiality Agreements - Territories - Indemnifications - Representations and Warranties - Consulting Agreements - Vehicle Transfers - Employee Issues - WARN Act and State “Mini-WARN Acts” The steps to close the sale will vary based on the type of business. Major concerns should be properly following the laws governing employee transfers, eliminating liens against the real and personal property to be sold, and negotiating effective Assignment and Assumption Agreements. When buying a business, you make your money both when you buy the business and, secondarily, when you run it. When you’ve found a suitable opportunity, make an investment into your business’s future by completing the process in an effective way. A knowledgeable attorney will help you pursue the business opportunity to make your dream come true. ### Select Different CTA for each Post from Blog Editor [![New Call-to-action](https://no-cache.hubspot.com/cta/default/489404/a8cefc17-3b9d-4de0-89cd-e60a64752422.png)](https://cta-redirect.hubspot.com/cta/redirect/489404/a8cefc17-3b9d-4de0-89cd-e60a64752422) ### Subscribe Our Blog Thanks for submission!! - Recent - Popular ### Posts by Topic - [Firm News (212)](https://blog.goosmannlaw.com/blog/topic/firm-news) - [Business News and Insights (135)](https://blog.goosmannlaw.com/blog/topic/business-news-and-insights) - [CEO (93)](https://blog.goosmannlaw.com/blog/topic/ceo) - [Employment News and Insights (85)](https://blog.goosmannlaw.com/blog/topic/employment-news-and-insights) - [Trust Law Counsel (85)](https://blog.goosmannlaw.com/blog/topic/trust-law-counsel) - [Agricultural News and Insights (71)](https://blog.goosmannlaw.com/blog/topic/agricultural-news-and-insights) - [Human Resources (65)](https://blog.goosmannlaw.com/blog/topic/human-resources) - [Agriculture (62)](https://blog.goosmannlaw.com/blog/topic/agriculture) - [Family Law News and Insights (59)](https://blog.goosmannlaw.com/blog/topic/family-law-news-and-insights) - [Litigation & Trial (56)](https://blog.goosmannlaw.com/blog/topic/litigation-trial) - [Divorce & Family Law (53)](https://blog.goosmannlaw.com/blog/topic/divorce-family-law) - [Risk Management (49)](https://blog.goosmannlaw.com/blog/topic/risk-management) - [Litigation News and Insights (42)](https://blog.goosmannlaw.com/blog/topic/litigation-news-and-insights) - [Construction News and Insights (40)](https://blog.goosmannlaw.com/blog/topic/construction-news-and-insights) - [Real Estate News and Insights (31)](https://blog.goosmannlaw.com/blog/topic/real-estate-news-and-insights) - [South Dakota (14)](https://blog.goosmannlaw.com/blog/topic/south-dakota) - [Cyber Law (9)](https://blog.goosmannlaw.com/blog/topic/cyber-law) - [Media Law and Technology & Science (5)](https://blog.goosmannlaw.com/blog/topic/media-law-and-technology-science) - [Communications Law (3)](https://blog.goosmannlaw.com/blog/topic/communications-law) - [LLC Program (1)](https://blog.goosmannlaw.com/blog/topic/llc-program) - [Sioux Falls Attorney (1)](https://blog.goosmannlaw.com/blog/topic/sioux-falls-attorney) DISCLAIMER: The information in this blog post (“post”) is provided for general informational purposes only, and may not reflect the current law in your jurisdiction. By visiting this website, blog, or post you understand that there is no attorney client relationship between you and the Goosmann Law Firm attorneys and website publisher. No information contained in this post should be construed as legal advice from Goosmann Law Firm, PLC, or the individual author, nor is it intended to be a substitute for legal counsel on any subject matter. No reader of this post should act or refrain from acting on the basis of any information included in, or accessible through, this Post without seeking the appropriate legal or other professional advice on the particular facts and circumstances at issue from a lawyer licensed in the recipient’s state, country or other appropriate licensing jurisdiction. #### Let Us Know What You Thought about this Post. Put your Comment Below. [Previous Post](https://blog.goosmannlaw.com/blog/handling-environmental-inspections-in-commercial-real-estate-transactions) ##### [Handling Environmental Inspections in Commercial Real Estate Transactions](https://blog.goosmannlaw.com/blog/handling-environmental-inspections-in-commercial-real-estate-transactions) [Next Post](https://blog.goosmannlaw.com/blog/does-your-family-company-need-a-will) ##### [Does Your Family Company Need a “Will?”](https://blog.goosmannlaw.com/blog/does-your-family-company-need-a-will) ### Contact Info **Sioux City Location** P. 712-226-4000 F. (712) 224-4517 **Sioux Falls Location** P. (605) 371-2000 F. (605) 275-2039 **Omaha Location** P. (402) 280-7648 F. (402) 505-3967 --- [Disclaimer](http://goosmannlaw.com/list-all-blogs/disclaimer/) | [Privacy Policy](http://goosmannlaw.com/privacy-policy/) ### Locations **Sioux City Location** 410 5th Street Sioux City, IA 51101 **Sioux Falls Location** 5010 S. Minnesota Avenue, Suite 100 Sioux Falls, SD 57108 **Omaha Location** Advent Building 17838 Burke Street, Suite 250 Omaha, NE 68118 ![Goosmann](https://blog.goosmannlaw.com/hs-fs/hubfs/Blog_Images/Lockbox%20Lawyer/goosmann-white.png?width=250&name=goosmann-white.png "Goosmann") Goosmann Law Firm is a FULL SERVICE LAW FIRM with locations in Sioux City, Iowa, Sioux Falls, South Dakota, and Omaha, Nebraska. Goosmann Law attorneys are licensed to practice in Iowa, Nebraska, South Dakota, and North Dakota. Their attorney team's practices and industries include but are not limited to Agribusiness and Cooperatives, Banking and Finance, Bankruptcy, Restructuring and Workouts, Business, Construction, Cyber Law and Telecommunications, Divorce and Family Law, Education, Employment, Environmental Health and Safety, Gestational Surrogacy and Adoption, Health Care, Litigation and Trial Law, Manufacturing, Mergers and Acquisitions, Municipal, Nonprofit and Tax Exempt Organizations, Real Estate, and Transportation, Tribal, Wills, Trusts, Estate Planning, and Probate Law. Goosmann © Copyright 2017