How a deal runs, and who does what
From introduction to handover.
Seven stages, five parties, one map. See exactly what the buyer, the seller, the lawyers, the accountants and Acquiry each handle at every step, so nobody is surprised by who owns what.
Responsibility map
| Stage | Seller | Buyer | Lawyers | Accountants | Acquiry |
|---|---|---|---|---|---|
| Introduction | Leads | Leads | Not involved | Not involved | Leads |
| NDA and first information | Leads | Leads | Supports | Supports | Supports |
| Indicative offer and heads of terms | Leads | Leads | Supports | Supports | Supports |
| Due diligence | Leads | Leads | Leads | Leads | Supports |
| Sale agreement | Leads | Leads | Leads | Supports | Supports |
| Completion | Leads | Leads | Leads | Supports | Supports |
| Handover | Leads | Leads | Supports | Supports | Supports |
The five parties
Everyone at the table has a different job.
Seller
Owns the business and every decision about it: whether to sell, to whom, on what terms and when.
Buyer
Decides whether to buy and at what price, runs its own diligence and funds the purchase.
Lawyers (each side)
Advise their own client, draft and negotiate the legal documents and, where used, run escrow and completion mechanics.
Accountants and tax advisers
Prepare and review the numbers, advise on tax and structure, and handle completion accounts.
Acquiry
Makes the introduction and coordinates the process: timetable, information requests, meetings and next steps.
Stage by stage
Pick a stage to see who leads, who supports and what each party actually does.
Stage 1 of 7
Introduction
Both sides decide whether a conversation is worth having.
Output: An agreed first call, or a polite no.
Seller
LeadsDecides whether to engage and what, if anything, to share at this point.
Buyer
LeadsSets out its interest, criteria and the kind of deal it considers.
Lawyers (each side)
Not involved yetNot usually involved yet.
Accountants and tax advisers
Not involved yetNot usually involved yet.
Acquiry
LeadsMakes the introduction, explains each side to the other by type and arranges the first call.
Stage 2 of 7
NDA and first information
Share enough, under confidentiality, to judge fit.
Output: A signed NDA and a first information pack.
Seller
LeadsChooses what to disclose and prepares a short overview with headline numbers.
Buyer
LeadsSigns the NDA and reviews the overview for fit.
Lawyers (each side)
SupportsReview or negotiate the NDA for their own client if asked.
Accountants and tax advisers
SupportsMay help the seller pull together headline figures.
Acquiry
SupportsCirculates the NDA, tracks signatures and keeps the information requests in one list.
Stage 3 of 7
Indicative offer and heads of terms
Agree the price range and key terms in principle.
Output: A non-binding letter of intent or heads of terms.
Seller
LeadsDecides which offers to pursue and which terms matter most.
Buyer
LeadsMakes the offer: price, structure, conditions and exclusivity request.
Lawyers (each side)
SupportsAdvise on the terms and on which parts are binding.
Accountants and tax advisers
SupportsAdvise on the tax and financial effect of the proposed structure.
Acquiry
SupportsPasses offers between the parties, keeps the timetable and records what has been agreed in principle.
Stage 4 of 7
Due diligence
The buyer checks what it is buying.
Output: Answered request lists and diligence reports for the buyer.
Seller
LeadsProvides documents and answers through a data room.
Buyer
LeadsRuns its own financial, legal, technical and commercial diligence, with its own advisers.
Lawyers (each side)
LeadsBuyer’s lawyers run legal diligence; seller’s lawyers help prepare disclosure.
Accountants and tax advisers
LeadsBuyer’s accountants run financial and tax diligence; seller’s support the answers.
Acquiry
SupportsKeeps the request tracker, chases open items and schedules management sessions. We do not verify the information.
Stage 5 of 7
Sale agreement
Turn the agreed terms into binding documents.
Output: A signed sale and purchase agreement and disclosure letter.
Seller
LeadsAgrees final terms, warranties and disclosures with advice from its lawyers.
Buyer
LeadsAgrees final terms and protections with advice from its lawyers.
Lawyers (each side)
LeadsDraft and negotiate the sale agreement, disclosure letter and ancillary documents.
Accountants and tax advisers
SupportsAdvise on completion accounts, price adjustments and tax clauses.
Acquiry
SupportsKeeps both sides to the timetable and flags open points. We do not draft or advise on the documents.
Stage 6 of 7
Completion
Ownership and money change hands.
Output: Completion, with funds paid through the lawyers or an escrow agent.
Seller
LeadsSigns, delivers completion items and receives the price.
Buyer
LeadsPays the price and takes ownership.
Lawyers (each side)
LeadsRun the completion meeting and the flow of funds, often through client accounts or escrow.
Accountants and tax advisers
SupportsPrepare or review completion accounts and any adjustments.
Acquiry
SupportsConfirms the checklist with both sides. Acquiry never holds, receives or transfers purchase funds.
Stage 7 of 7
Handover
The buyer can run the business from day one.
Output: Transferred accounts, assets and relationships, plus an agreed transition plan.
Seller
LeadsTransfers domains, code, hosting, payment and supplier accounts, and introduces key people and customers.
Buyer
LeadsReceives and checks each asset, and takes over operations and communications.
Lawyers (each side)
SupportsHandle assignments, consents and any post-completion obligations.
Accountants and tax advisers
SupportsHandle final adjustments, earn-out reporting and tax filings.
Acquiry
SupportsShares a handover checklist and checks in with both sides until the agreed items are done.
Our role, precisely
We coordinate. Your advisers advise. The parties decide.
What Acquiry does
- Introduce buyers and sellers who match each other’s criteria
- Arrange calls, meetings and management sessions
- Keep one timetable and one list of open questions for both sides
- Pass offers and messages between the parties accurately and promptly
- Share checklists for diligence, completion and handover
What Acquiry never does
- Hold, receive or transfer purchase money, deposits or escrow funds
- Verify, audit or guarantee any information either side provides
- Give legal, tax, accounting, financial or valuation advice
- Draft or negotiate legal documents
- Make decisions for either party or guarantee that a deal completes
Each party should rely on its own legal, tax and financial advisers. Our full role is set out in our Terms of Service.
The handover checklist
What usually moves from seller to buyer in a digital business.
The sale documents set the exact list. This is the shape most digital and software handovers take, and the starting point for the checklist we share with both sides.
Digital assets
- Domain names and DNS
- Source code repositories
- Hosting and cloud accounts
- App store listings
- Social and marketing accounts
Money and contracts
- Payment processor and merchant accounts
- Bank mandates and direct debits
- Customer and supplier contract assignments
- Software licences and subscriptions
People and knowledge
- Introductions to key customers and partners
- Team communication and any transfer of staff
- Documentation, passwords vault and runbooks
- An agreed transition support period
Common questions
The practical details
Who holds the money at completion?
The parties’ lawyers or an independent escrow agent chosen by the parties. Acquiry never holds, receives or transfers purchase funds.
Does Acquiry check the information in the data room?
No. We organise requests and chase answers, but the buyer and its advisers carry out and rely on their own diligence.
Do I need my own lawyer and accountant?
Yes. Each side should have its own legal and financial advisers. We can share a list of firms that have worked on deals like yours, and you choose.
How long does it take from introduction to completion?
It depends on size, complexity and how quickly information is available. Smaller, well-prepared digital deals often complete within a few months; larger or more complex ones take longer. We agree a working timetable at the offer stage.
What happens after completion?
The handover plan agreed in the sale documents applies. We share a checklist and stay in touch with both sides until the listed items are done.
Thinking about buying or selling? Start with a conversation.
No retainers and no upfront fees. Tell us what you are looking for and we will tell you honestly whether we can help.