In today's complex business acquisition landscape, the strategic use of contingent promissory notes has emerged as a powerful tool for risk management and stakeholder alignment. These notes serve as a bridge between buyer and seller interests, offering a sophisticated approach to price negotiation while protecting both parties' investments, while still complying with SBA rules for buyers relying on SBA-guaranteed loans.

This no-nonsense guide walks you through the essential elements of structuring contingent seller notes effectively, complete with practical examples and critical considerations for your Letter of Intent (LOI).