Legal Question in Business Law in Washington

Re: sale of business

There are forms available on the internet if you want a canned agreement. I think the lawguru website has some forms, though I don't know about forms for sale of business. However, forms are like shoes; one size never fits all.

What sort of agreement you need will depend on a lot of things. First, what kind of business is being sold (LLC? Sole proprietorship? S Corp?). The transaction will be structured completely differently, depending on what kind of entity it is. Second, is the buyer actually acquiring the business (including both assets and liabilities) or just buying substantially all of the assets? What sort of payment terms are arranged? Will the previous owner(s) stay on during a transition period? Are they prevented from competing and if so, for how long? How big is the business? (A "micro business: can probably be transferred with a fairly simple agreement, but a company with more significant assets, even if it is still small by most measures, will require something more complete.) How is the selling price to be determined? If either party does not follow through, what remedies (penalties) will apply? Are there tax implications to be concerned about?

I would really urge you to work with an attorney so that you do not have an agreement that leaves you vulnerable. Especially if the business is modest, working with a lawyer need not cost so much that the deal is no longer worth while.