DO think about your exit strategy well in advance. Well-run businesses sell for higher multiples than poorly-run businesses do.

DO start assembling your team of professional advisors prior to starting a sale process.

DO have your financial advisor or accountant prepare a recast EBITDA (company earnings before interest, taxes, depreciation and amortization) analysis, showing what cash flow your business would generate in the hands of a buyer--but be realistic in the adjustments you make.

DO sign a Confidentiality Agreement (also sometimes referred to as a Non-Disclosure Agreement) with each prospective buyer before you provide any proprietary or confidential information about your company, including financial information.

DON’T be unrealistic about what your business is really worth. Remember, your business only has value beyond its net liquidation value if the buyer is confident it will receive a reasonable rate of return (cash flow) on the price the buyer will be paying. There might be ways, such as an “earn-out” (seller’s sharing with buyer on post-closing results) that can bridge the gap between the buyer’s and seller’s price expectations.

DO get advice from your advisors about the structure of the transaction. Remember, what’s important is how much of the purchase price you will be able to keep after you pay your taxes.

DON’T sign a letter of intent, even one that purports to be “non-binding”, without having it reviewed by legal counsel who is experienced in mergers and acquisitions work.

DON’T use a form contract to handle the sale. Although a lawyer uses his or her own form as a good starting point to prepare a purchase and sale agreement, every deal is different, and any form ought to be viewed as just the starting point in drafting the deal. Getting paid by the seller is one thing; getting to keep the sales price and not have to refund it to the buyer is another.

DON’T assume that an escrow company can handle the sale of your company without the involvement of a lawyer. Many business owners, even in “seven-figure” deals, make the mistake of thinking that an escrow agent will “protect” them in the sale. Escrow agents are neutral parties who perform ministerial functions such as UCC filings, bulk transfer compliance, etc.

DO fully cooperate with the buyer in the buyer’s due diligence investigation of your company. If there are potential issues and contingent liabilities, it is better to deal with them as a part of the sales process, rather than in a dispute after the sale closes.