The buyer is asking for a thirty-day extension on our exclusivity period because their legal due diligence is running behind, but we feel they are slow-walking us to grind down our leverage. How do we handle this extension request?

Question

Tyler Smith · Accepted Answer

Exclusivity is a major point of leverage for a buyer, and asking for an extension is a classic tactic to wear you down. If their diligence is dragging, you must hold them accountable to the original timeline agreed upon in the LOI. Do not grant a blanket extension without getting something concrete in return.

First, use your leadership team to run an IDS® session on this bottleneck. Identify if the delay is due to genuine complexity or if the buyer is simply dragging their feet. If you decide to grant an extension, it must be short, highly conditional, and tied to specific milestones. For example, agree to a one-week extension only if they submit the first draft of the definitive purchase agreement within forty-eight hours.

Alternatively, demand a non-refundable deposit that applies to the purchase price at close but is forfeited if they fail to close by the new deadline. This forces the buyer to put real skin in the game. Keep your team focused on hitting your quarterly Rocks to ensure your business performance remains strong. When your financial metrics continue to trend upward during negotiations, the buyer loses the ability to chip away at your price, and you maintain the upper hand.