Selling a business involves significant risk and is something that most owners do only once in their lifetime. A seller must “do it right the first time” and avoid pitfalls that can result in a reduced number of interested buyers, a reduced sale price, unfavorable payment terms, a large at-risk escrow amount, or a deal that does not close. If a deal doesn’t close, substantial management time is likely to have been spent, tens of thousands or hundreds of thousands of dollars in professional fees are likely to have been incurred, confidential information about the seller’s business will have been disclosed, employees may leave, and a multi-million dollar payday will have vanished.