Contract guides that actually help you decide.
Clear articles for people who need to understand a contract fast, not spend an hour decoding legal language.
Indemnification Cap and Basket: What's Market?
Check an APA indemnification cap and basket against ABA 2025 and SRS 2026 benchmarks: medians, basket types, and tipping vs deductible examples.
Read featured guide →Proof datasets
Primary-sourced benchmarks built from the original filing. See all of them on the benchmarks hub.
FDD Item 7 Investment Benchmark
46 franchise FDDs, total investment $92,640 to $7,960,300
Read the benchmark →APA Indemnity Risk Map
9 indemnification terms benchmarked to the 2025 ABA Private Target Study
Read the benchmark →Commercial Lease Red Flags
91 ABA Model Lease clauses, each with red flag, landlord trap, and fix
Read the benchmark →SBA Seller-Note Standby Rules
SBA SOP 50 10 8 seller-note treatment across every acquisition scenario
Read the benchmark →Indemnification Cap and Basket: What's Market?
Check an APA indemnification cap and basket against ABA 2025 and SRS 2026 benchmarks: medians, basket types, and tipping vs deductible examples.
Read article →Quality of Earnings Report for Business Buyers
What a quality of earnings report catches before you buy a business, what it costs, and how it works beside legal diligence.
APA Indemnification Clause: Buyer Red Flags
How SMB acquisition buyers review APA indemnification clauses: cap, basket, survival, escrow, exclusions, seller credit, fraud carve-outs, and claim procedure.
SBA Seller-Note Standby Rules: Every Buyer Scenario
How SBA SOP 50 10 8 treats a seller note across every acquisition scenario, when it counts as equity, what changed June 1 2025, and the interest rule most blogs get wrong.
SBA Seller Note Standby Checklist for Buyers
A buyer checklist for reading seller note standby language against the APA, note, subordination agreement, lender package, payment schedule, and enforcement rights.
How Common Are Earnouts, and How Should They Be Structured? (2025 Data)
What a market-standard earnout looks like in an SMB acquisition, using 2025 SRS Acquiom data. How often earnouts appear, typical size and length, offset rights, and the protections a searcher should insist on.
How Long Should Indemnification Survival Last? (2025 Data)
What a market-standard survival period looks like in an SMB acquisition, using 2025 ABA and SRS Acquiom data. Why 12 months is the median, when no-survival deals happen, and what a searcher should push for.
What Is a Market-Standard Indemnification Cap? (2025 Data)
What a market-standard indemnification cap looks like in an SMB acquisition, using the 2025 ABA and SRS Acquiom deal-terms data. Median caps, how rep and warranty insurance changes the number, and what a searcher should push for.
The 12 Clauses That Kill SMB Acquisitions
The 12 contract clauses that quietly destroy SMB acquisitions. Customer concentration, indemnification basket structure, MAC carve-outs, and the working capital adjustment language searchers miss most often.
Reading an Asset Purchase Agreement: A Searcher's Checklist
Review the APA clauses that move price, recovery, and closing risk: working capital, seller notes, indemnity, disclosure schedules, consents, and non-competes.
Customer Concentration Clauses That Blow Up Deals
Customer concentration above 20% draws SBA lender scrutiny. Above 50% disqualifies most loans. The contract language and indemnification triggers that protect buyers when a concentrated customer leaves.
Employment Agreements for Retained Employees Post-Close
Retention bonus structure, non-solicit scope, IP assignment, and severance terms in employment agreements for retained employees after an SMB acquisition. What protects the buyer without losing the key people.