Often, businesses are sold with clauses which stipulate future payments need to be paid to the seller, depending on how the business performs going forwards. These payments take into account financial targets in the first year(s) of business following the sale.

What causes a business sale dispute to arise?

Business sale agreement disputes can sometimes arise based on the fulfilment or interpretation of these targets:

  • If a business does not operate properly following on from its acquisition, leading to targets being missed.
  • If the buyers present business figures in such a way as to ensure targets are not hit, in order to avoid paying associated sums.

Either of the above scenarios could lead a seller to miss out on monies they would otherwise be eligible for.

Has the pandemic affected purchase and sale agreements?

This area of practice is particularly relevant in the wake of COVID-19 and the national lockdowns. Buyers looking to avoid paying additional fees may look to use the revenue lost during this time as evidence of a purchased business’ failures, and use this as an excuse not to make good on previously agreed terms of purchase.

Our business sale solicitors can help

Our team are experienced in acting on behalf of parties looking to dispute potentially unfair conclusions on monies due pursuant to business sale agreements, and recover compensation from buyers accordingly.

If you feel you have be placed in a similar position, feel free to contact us. We would be happy to discuss the details of your purchase and sale agreement dispute, and advise further on whether we would be able to act on your behalf. You can call us free on 0808 164 0808, or request a call back and one of our team will be in touch.

In appropriate circumstances we can consider instruction in such a case on a no win no fee basis.


In general you have six years from any breach of contract to bring a claim to court. This time limit is referred to a limitation period. However, if in doubt it is important to check your position with us, for instance to ensure a shorter period or alternative procedure to court has not been contractually agreed (some contracts stipulate arbitration over court for instance). It may be that a claim can be brought outside of a contractual route too – professional negligence claims can in general be pursued within six years of the act of negligence, or within three years of your reasonable knowledge, subject to a fifteen year longstop.

It is important to speak to a legal team as early as possible to avoid any issues with limitation dates.