09/02/2026
Almost every owner walks into their first offer expecting one wire for the full amount. What usually arrives is a schedule.
Some of it lands at closing. Some the buyer pays down over three to five years. Some depends on whether the business performs after you are no longer running it. All of that is ordinary in deals this size, and none of it is a problem until the terms get signed without anyone reading them closely.
We wrote a plain-English breakdown of seller notes and earnouts. What they are, why buyers ask, and the specific terms that decide whether you collect.
A plain-language guide to seller financing and earnouts, explained from the seller’s side: how deferred deal structures work and the tradeoffs to weigh.