# Buying an App Business in the United States[^about]

How the buyer of an app or small online software business protects itself, often through a marketplace and an escrow service: escrow and inspection, the marketplace's standard agreement, checking revenue against app-store reports, confirming the app runs without the seller, keys and secrets, and moving the app, domain, accounts and hosting at closing.

## How does an online escrow service protect the buyer and seller of an app, and what happens if the inspection period lapses? {#escrow-inspection-and-release}

**Short answer.** An escrow service such as Escrow.com holds the buyer's money through an agreed inspection period and treats a buyer that neither accepts nor rejects as having accepted, so the money goes to the seller when the period ends. [^escrow-deemed-acceptance] [^escrow-lapse-releases-funds]

Escrow.com's inspection periods run from 1 to 30 calendar days, are agreed at the start, and should allow enough time for required authentication or appraisal. [^escrow-inspection-length-start] The period starts when the buyer marks receipt or Escrow.com verifies or receives confirmation of delivery, which is why the [handover checklist](#escrow-inspection-handover-checklist) matters before anything is marked received. [^escrow-inspection-start] A reminder before release is not guaranteed. [^escrow-notice-not-guaranteed]

Escrow.com's instructions require the buyer to return rejected property before receiving a refund, and failure to return it within the specified period causes payment to the seller. [^escrow-return-before-refund]

Unless the parties agree otherwise in the transaction, the buyer pays Escrow.com's fees, which are nonrefundable once paid. [^escrow-default-fee-payer] The buyer's agreed share is automatically added to the purchase price. [^escrow-agreed-fee-added] On cancellation or return, however, the buyer bears the entire escrow fee, which is deducted from the refund regardless of an earlier split. [^escrow-buyer-pays-fee-on-cancel] [^escrow-refund-fee-regardless] Consequently, a contractual split alone does not change that deduction; reimbursement by the seller would be needed to restore the seller's agreed share to the buyer. [^escrow-refund-fee-regardless]

Escrow does not check title: Escrow.com assumes no responsibility for the condition of ownership or the sufficiency of the documents that convey it. [^escrow-no-ownership-responsibility]

## Is a marketplace's standard purchase agreement enough, or should it be negotiated? {#marketplace-standard-form}

**Short answer.** A marketplace's standard purchase agreement may come without any assurance that it fits a particular deal, so whether it is enough depends on whether its terms cover that deal's price structure, assets and risks. [^p6-trustmrr-templates-convenience]

TrustMRR's terms, for example, describe its document templates as a convenience only and disclaim any representation about their legal sufficiency or appropriateness for a specific situation. [^p6-trustmrr-templates-convenience]

The standard agreement is also where the buyer's protection sits, because the platform stays outside it; TrustMRR's terms say it is not the buyer or seller and not a party to any acquisition agreement between users. [^d3-trustmrr-not-a-party] TrustMRR's terms also state that the acquisition agreement and asset transfer remain between the buyer and seller, [^p6-trustmrr-agreement-between-parties] and that transferring the startup's assets is solely the responsibility of the buyer and seller. [^p6-trustmrr-transfer-responsibility] Protection against inaccurate revenue figures, missing assets or failed transfers therefore comes from the purchase agreement's own terms, because the platform does not guarantee either party, the assets or the outcome; [^d3-trustmrr-no-guarantee] the questions on [revenue figures](/practice-guides/asset-purchase-price-and-payment/us#screenshots), [recovery for inaccurate representations](/practice-guides/asset-purchase-after-closing/us#remedy-allocation) and [handover](/practice-guides/asset-purchase-closing-and-handover/us#digital-handover) describe those terms.

A price paid partly after closing is one sign that the default needs more; TrustMRR's FAQ says the platform supports only a single lump-sum payment through escrow and that other payment arrangements are handled outside it. [^p6-trustmrr-lump-sum] A deal that needs a holdback, deferred payment, earnout or seller note therefore needs its own terms, discussed under [deferred payment](/practice-guides/asset-purchase-price-and-payment/us#escrow-holdback-and-deferred-payment) and [earnouts](/practice-guides/asset-purchase-price-and-payment/us#price-mechanisms), and a route the platform's terms permit, which for TrustMRR means written approval before completing a transaction outside its standard escrow. [^d3-trustmrr-approval-route-sf]

A general asset description is another sign; TrustMRR's FAQ says escrow needs verifiable asset details and that missing or vague asset details can lead to rejection of the agreement. [^p6-trustmrr-asset-details] An itemized [asset schedule](/practice-guides/asset-purchase-what-transfers/us#schedules) serves the escrow review, because TrustMRR creates the escrow transaction from the APA's asset details, and also gives the buyer a fixed list against which delivery is later checked. [^d3-trustmrr-escrow-from-apa]

Assets that need third-party consent or a migration in several steps, customer obligations that straddle closing and a seller restraint on competing are other signs, covered under [consents](/practice-guides/asset-purchase-closing-and-handover/us#consent-failure), [account migration](#migration-timing), [customer obligations](/practice-guides/asset-purchase-after-closing/us#customer-obligation-cutoff) and [seller non-competes](/practice-guides/asset-purchase-after-closing/us#seller-covenants). Whether a particular platform form already covers them is a question for the text of the revision the parties will sign, because it is the executed document that may create binding obligations according to its terms. [^d3-trustmrr-executed-document]

## How can a buyer check an app's subscription revenue against the app-store reports? {#subscription-revenue-app-store-reports}

**Short answer.** A buyer can compare the seller's revenue figures with Apple's monthly financial reports and Google Play's monthly earnings reports, which report proceeds, sales or transactions for the reporting period. [^apple-financial-reports-monthly] [^play-earnings-monthly]

Apple generates financial reports on its fiscal calendar for periods containing purchases or refunds. [^apple-financial-reports-monthly] Google Play's earnings reports contain the prior month's transactions and are typically available by the fifth of the following month. [^play-earnings-monthly]

Apple limits financial-report downloads to the Account Holder, Admin and Finance roles and retains reports for ten years. [^apple-financial-reports-roles] [^apple-financial-reports-retention] After transfer, the buyer receives Apple sales and payment information only for later transactions, while Google Play's existing earnings reports do not transfer. [^apple-sales-data-split] [^play-reports-do-not-transfer] Consequently, the historical reports need to come from the seller rather than from the buyer's post-transfer reporting access. [^apple-sales-data-split] [^play-reports-do-not-transfer]

Apple's Partner Share means proceeds per unit after applicable taxes and Apple's commission. [^apple-partner-share-net] Its Title field uses the app name for downloads but the Product ID for in-app purchases, so filtering only by the app name can miss those purchase rows. [^apple-title-product-id] Google Play does not recommend estimated sales reports for accounting because they omit withholding taxes and chargebacks. [^play-estimated-not-accounting]

One filed marketplace-brokered agreement contained a seller warranty that the revenue and other details given to the broker were truthful and accurate, so price or trial history given to the broker as part of those details could fall within that warranty (see [how the agreement defines revenue figures](/practice-guides/asset-purchase-price-and-payment/us#screenshots) and the seller's [dashboard figures](/practice-guides/selling-an-app-business/us#dashboard-figures-accuracy)). [^jeffs-seller-truthful-details]

## How is a buyer protected if the seller does not disclose a drop in traffic or revenue? {#disclosure-of-traffic-revenue-drops}

**Short answer.** A buyer's contractual protection against an undisclosed drop in traffic or revenue rests mainly on the purchase agreement's representations about the figures the seller supplied, because marketplaces such as Acquire.com and Flippa leave checking those figures to the buyer. [^jeffs-seller-truthful-details-revenue-drops] [^acquire-no-diligence] [^flippa-buyer-investigates]

Acquire.com states that it performs no due diligence and is not responsible for a seller's truthfulness about a listing's existence, quality, accuracy or completeness. [^acquire-no-diligence] Flippa makes the buyer responsible for investigating the asset and listing information, including financial statements and liabilities. [^flippa-buyer-investigates]

One filed marketplace-brokered agreement contained a seller warranty that the revenue, profit, expense and pageview details given to the broker were truthful and accurate. [^jeffs-seller-truthful-details-revenue-drops] The same agreement waived performance-related contingencies after inspection and acknowledged that earnings and traffic could decline. [^jeffs-waiver-after-inspection] [^jeffs-earnings-may-decline] That waiver reaches any discrepancies, fluctuations or changes in performance, not only disclosed declines, but it opens with "Except as otherwise provided by this Agreement"[^jeffs-waiver-after-inspection], which is the wording that leaves room for a claim under the seller's separate accuracy warranty. [^jeffs-waiver-after-inspection] [^jeffs-seller-truthful-details-revenue-drops]

In *ABRY Partners V, L.P. v. F & W Acquisition LLC*, the Delaware Court of Chancery held that a damages cap could not limit remedies for the seller's intentional misrepresentation of a fact embodied in the contract. [^abry-lies-not-capped] California Civil Code section 1668 makes contractual exemptions from responsibility for a party's own fraud contrary to public policy. [^cal-civ-1668-own-fraud]

This guide does not survey state-law duties to disclose where the contract is silent, and the seller's side of the same issue is in [pricing changes before listing](/practice-guides/selling-an-app-business/us#pricing-changes-before-listing).

## How can a buyer confirm the app runs without the seller's accounts and services? {#app-runs-without-seller}

**Short answer.** A buyer can confirm that the app runs without the seller by building and running the delivered code in accounts the buyer controls, since Apple leaves the hand-over of code and build assets to the seller and Google's site-move guidance tests a copy on the new host. [^apple-transferor-delivers-code] [^google-copy-and-test]

Apple makes the transferor responsible for delivering the code and build assets directly to the recipient and explaining capabilities or App Store configuration needed for future updates. [^apple-transferor-delivers-code] Google's site-move guidance calls for uploading a copy to the new hosting provider and thoroughly testing every aspect of how users interact with it. [^google-copy-and-test]

The transfer also involves account-specific setup: Apple requires new provisioning profiles in the recipient's developer account, associated with the transferred app's identifier and distribution certificate. [^apple-provisioning-profiles] Google Play calls for updates to account settings and apps for integrated services such as Firebase and Google Analytics. [^play-integrated-services] Vercel requires project integrations to be added again after transfer. [^vercel-integrations-again]

A repository transfer alone does not demonstrate that every dependency has moved: GitHub keeps existing webhooks, services, secrets and deploy keys associated with the repository. [^github-transfer-secrets-stay] That persistence means a successful repository transfer does not itself establish who controls the services behind its existing credentials, which the [inventory of keys and services](#secrets-and-services-inventory) records. [^github-transfer-secrets-stay]

## Should a buyer review the live app or the code repository? {#review-live-app-or-repository}

**Short answer.** A buyer's review can cover both the live app and the delivered repository, because the app users run transfers with its store listing while the seller hands over the code and build assets separately. [^apple-transfer-keeps-reviews] [^apple-transferor-delivers-code-or-repository]

Apple states that the transferred app retains its reviews, ratings and bundle identifier, and users continue receiving updates. [^apple-transfer-keeps-reviews] The seller separately supplies the code and build assets and explains capabilities or configuration needed for future updates. [^apple-transferor-delivers-code-or-repository]

When accepting an Apple transfer, the recipient reviews the previous owner's privacy disclosures; missing or deleted disclosures must be completed before a new version is submitted. [^apple-accept-privacy-details] Google Play states that advertising software development kit integrations in the app's package files need updating after transfer so advertising traffic is credited to the correct account. [^play-ad-sdk-update]

Updates can also change existing behavior: Apple states that keychain sharing continues only until the app is updated and requires rebuilding the keychain for updates. [^apple-keychain-until-update]

One filed marketplace-brokered agreement required the seller to maintain the asset as it was leading up to sale and avoid actions outside normal business practices throughout migration. [^jeffs-ordinary-course] A term of that kind reaches a code change made outside normal business practices during the migration. [^jeffs-ordinary-course] A change made before signing turns instead on what the seller disclosed and represented, the seller's side of which is in [the cleaned-up code question](/practice-guides/selling-an-app-business/us#cleaned-up-code-disclosure).

## What should the inventory of keys, secrets and services list, and when are keys replaced? {#secrets-and-services-inventory}

**Short answer.** The inventory can list each key, secret and connected service with where it lives and who controls it, and credentials the seller can still reach can be replaced once the transfer completes, as Apple requires for an app's shared secret. [^github-transfer-secrets-stay-services-inventory] [^apple-shared-secret]

GitHub keeps webhooks, services, secrets and deploy keys associated with a transferred repository. [^github-transfer-secrets-stay-services-inventory] Apple also transfers configured app webhooks unless the transferor deletes them first. [^apple-webhooks-transfer]

Apple Pay transactions continue while the original certificates remain valid, but the recipient needs a new merchant identifier for the first update. [^apple-pay-merchant-id] Apple's push-notification certificates remain valid until expiry, after which the recipient team must generate a new certificate. [^apple-push-certificates]

For auto-renewable subscriptions, Apple requires the recipient to obtain the existing app-specific shared secret before acceptance and generate a new one after transfer so outsiders no longer have access. [^apple-shared-secret] Google Play suggests that both owners consider the security of the upload and app-signing keys when transferring an app using Play App Signing. [^play-signing-keys]

Removing a person from a GitHub organization does not prevent repository access through a deploy key whose private key that person still holds. [^github-deploy-key-warning] Amazon Web Services does not automatically delete an access role created for the old organization's management account when a member account leaves. [^aws-role-not-deleted] Consequently, transfer and membership removal alone do not establish exclusive buyer control over retained credentials and access roles. [^github-deploy-key-warning] [^aws-role-not-deleted]

## How should the escrow inspection period line up with the handover checklist? {#escrow-inspection-handover-checklist}

**Short answer.** The agreed inspection period needs enough time for the planned handover checks because the parties fix it when the Escrow.com transaction starts and Escrow.com permits extensions only at its discretion. [^escrow-inspection-length-start-handover-checklist] [^escrow-inspection-not-modified]

Escrow.com's periods run from 1 to 30 calendar days and should allow adequate time for required authentication or appraisal. [^escrow-inspection-length-start-handover-checklist] The clock starts when the buyer marks receipt or Escrow.com verifies or receives confirmation of delivery, so an early receipt acknowledgment can start inspection before other checks are finished. [^escrow-inspection-start-handover-checklist]

Platform processing can consume part of that time: Apple states that an accepted transfer can take up to two business days to complete. [^apple-accept-processing] Google Play states that its support team reviews and replies to transfer requests within two business days, following the target developer's review and approval. [^play-request-review]

One filed marketplace-brokered agreement instead measured its fourteen-day inspection period from completed migration. [^jeffs-inspection-from-migration] That agreement allowed the buyer to request termination only for a substantial deviation, defined as inspection-period revenue below half the prorated average monthly revenue. [^jeffs-substantial-deviation]

Escrow.com releases funds to the seller if the buyer takes no action before inspection ends. [^escrow-lapse-releases-funds-handover-checklist] A jointly requested extension remains discretionary, and changes to transaction instructions require every party, including Escrow.com, which reserves the right to reject them. [^escrow-inspection-not-modified] [^escrow-supplemental-instructions]

## What must be ready before an Apple app can transfer? {#app-transfer}

**Short answer.** An Apple app transfer in App Store Connect requires the recipient Account Holder's Apple Account and the recipient account's Team ID, so the buyer's developer account has to exist before the transfer can be requested. [^apple-transfer-app-transfer]

Account enrollment and any organization verification belong early in the closing plan rather than at the moment of transfer, because an organization enrolling in Apple's developer program needs an Apple Account with two-factor authentication turned on, [^p6-apple-enroll-2fa] and, unless it is a government entity, a D-U-N-S Number that Apple uses to verify the organization's identity, legal entity status and address. [^p6-apple-enroll-duns]

Apple's transfer criteria then apply to both accounts and to the app; neither account can be in a pending or changing state, and both parties must have accepted the latest paid and free agreements; [^p6-apple-criteria-accounts] the app must also have at least one version released to the App Store. [^p6-apple-criteria-released] An app that is currently available for pre-order cannot be transferred, [^d3-apple-no-preorder] so a pre-order or a pending membership change is a concrete closing dependency, not a reason to exchange account passwords.

The recipient's acceptance and then the completed transfer are the evidence to record: after the transfer is initiated the app keeps a Pending App Transfer status until the recipient accepts it or the request expires after 60 days, [^d3-apple-pending-60-days] and an accepted transfer can take up to two business days to complete. [^apple-accept-processing-app-transfer] The app leaves the transferor's account on transfer, so Apple advises the transferor to back up all information about the app first. [^d3-apple-backup]

The seller's side of each transfer, including the App Store steps, is in [Selling an App Business](/practice-guides/selling-an-app-business/us#seller-transfer-steps).

## How is the domain name transferred at closing? {#domain-closing}

**Short answer.** A domain transfer at closing can be constrained by ICANN's transfer rules, including the general rule that a domain cannot move to a new registrar within 60 days after a change to the registrant's contact information, although some registrars may offer an opt-out, which ICANN says registrars need not provide. [^registrar-confirmation-domain-closing]

The asset schedule lists each domain by exact name, registered holder, registrar and expiry date, because each registration is a contract between the registrant and a particular registrar [^p6-icann-registrant-contract] and, for a generic top-level domain such as .com, the registrar sends its expiration notices to the registered name holder. [^p6-icann-errp-notices]

The handover plan can say whether the closing needs a change of registrant, a transfer between registrars or both, because ICANN's transfer rules address a transfer from one registrar to another and a transfer from one registrant to another as separate moves. [^d3-icann-two-kinds] Only the registered name holder, the administrative contact or a person expressly authorized by either of them can start a transfer, [^d3-icann-who-initiates] and a transfer between registrars requires an authorization code, also called an AuthInfo or transfer code. [^d3-icann-authinfo] For a move between registrars, the process starts with the registrar that will receive the name, which must confirm the registrant's intent on ICANN's standardized form. [^d3-icann-gaining-registrar] Because registrants manage their domain settings through their registrar, the plan can also record evidence that the buyer controls the registrar account, including renewal and account recovery. [^d3-icann-registrant-settings]

Registrar administration and hosting are separate steps; in a hosting move, traffic moves when the domain's DNS settings are changed to point to the new hosting infrastructure. [^d3-google-dns-move] Completion is recorded against the scheduled domain in the buyer's registrar account rather than inferred from the public website staying online, because the registration is maintained under the registrant's contract with its registrar. [^d3-icann-registrar-maintains]

## In what order should control of the app's accounts move at closing? {#account-control-order}

**Short answer.** The buyer's receiving accounts can be set up before any transfer and the seller's leftover access removed after it, because Google Play needs both accounts active before a transfer and GitHub keeps the old owner on as a collaborator afterward. [^play-accounts-active] [^github-original-owner-collaborator]

Google Play requires both developer accounts to be registered and active before a transfer request is submitted. [^play-accounts-active] Vercel requires a valid payment method on the receiving team before project transfer to avoid service interruption. [^vercel-payment-method]

For a business sale, Stripe directs the existing owner to contact Stripe Support first to confirm the information that needs updating. [^stripe-business-sale-contact] Where the new owner is a new individual rather than an existing user, Stripe's process adds that person as a Super Administrator and transfers ownership after the invitation is accepted. [^stripe-new-owner-invite]

For a domain transaction, Escrow.com's instructions require the seller to provide the username, password or authorization code needed for access before funds are released, and the [domain transfer question](#domain-closing) covers the registrar steps. [^escrow-domain-credentials-before-release]

After a GitHub repository transfer, the original owner becomes a collaborator and existing collaborators remain. [^github-original-owner-collaborator] Removing a collaborator does not remove that person's local clones, and GitHub assigns the repository owner responsibility for ensuring former users delete confidential information or intellectual property. [^github-removed-keeps-clones]

## How and when do the business's online accounts migrate around closing? {#migration-timing}

**Short answer.** The steps and timing of an account migration depend on each provider's transfer process and on which accounts the agreement requires to move before or after closing, as Vercel's rule that a project's transferor be an owner of the sending team and a member of the receiving team shows. [^p6-vercel-transfer-roles]

Provider rules can require the receiving account to be ready before a transfer starts; Vercel requires the receiving team to have a valid payment method before a project is transferred, [^p6-vercel-payment-method] and a GitHub repository transfer to another personal account lapses if the new owner does not accept it within one day. [^p6-github-accept-window]

Not every account has to move before closing; a purchase agreement can let some assets keep transferring after a defined migration milestone, as one filed purchase agreement expressly anticipated. [^migration-migration-timing] Later deliveries can be made enforceable obligations of their own; the same agreement made either party's failure to complete the Migration Process a material breach. [^d3-jeffs-migration-breach] It also tied payment to the handover, releasing 92 percent of the price to the seller after its inspection period expired, with the broker retaining 8 percent as a portion of its commission. [^d3-jeffs-release-after-inspection]

Provider-specific prerequisites are covered under [Apple apps](#app-transfer), [website and app projects](#website-migration) and [shared accounts](/practice-guides/selling-an-app-business/us#shared-accounts).

## How should a website or app project migration be planned so the service keeps running? {#website-migration}

**Short answer.** A website or app migration plan can identify the actual hosting platform and include tests of the resulting service, because a platform's project transfer may leave work undone, as when Vercel requires a project's integrations to be added again after the transfer. [^migration-website-migration]

Before the switch, Google suggests uploading a copy of the site to the new host and testing all aspects of how users interact with it, [^d3-google-copy-and-test] which for an online business can include an ordinary customer journey, a payment or subscription test, required notifications, deployment access and recovery access.

For a hosting move that keeps the same web address, Google suggests lowering DNS time-to-live values at least a week before the move so the change propagates faster [^p6-google-hosting-ttl] and shutting down the old hosting only once no one, including Google's crawler, is still using it. [^p6-google-hosting-shutdown] A closing plan that ends the seller's hosting on the closing date can conflict with that sequence, because Google's guide waits for traffic to the old provider to reach zero before shutdown, so the agreement can keep the old hosting available for a short, defined period after the switch. [^d3-google-traffic-zero]

Repository and domain settings move on their own terms; for a GitHub Pages site published from a private repository with a custom domain, GitHub suggests removing or updating the domain's DNS records before transferring the repository to avoid the risk of a domain takeover. [^p6-github-pages-dns] The [domain transfer](#domain-closing) is scheduled separately from the hosting move.

A project can also move through its provider's own transfer route, which carries the original project rather than a copy: Vercel, for example, transfers a project between teams with zero downtime and moves or copies the project's dependencies to the receiving team, [^vercel-zero-downtime-transfer] a transferred GitHub repository keeps its issues and pull requests and stays associated with its secrets and deploy keys, [^github-transfer-keeps-secrets] and a Google Cloud project migration is not a data transfer, and the project's services and databases stay active without downtime. [^gcp-migration-not-data-transfer] The closing record can show which route each project took, and the result is tested as described above.



[^about]: By Steven Obiajulu, J.D. Published by [openagreements.org](https://openagreements.org). Last reviewed 2026-10-03. License: CC BY 4.0. Steven Obiajulu, J.D. edits this topic article for U.S. purchases of apps and small online software businesses as asset purchases, often through an online marketplace and an online escrow service; the buyer's side of diligence, escrow, signing, the transfer of each asset and the period after closing; marketplace, escrow-service and platform terms cited as examples of their own rules; other state, tax and industry rules require separate review coverage. It synthesizes legal sources and is not legal advice. This article is for informational purposes only and does not create an attorney-client relationship. AI-authored research draft; not reviewed by counsel. Source excerpts and linked materials belong to their owners. CC BY 4.0. Cite as Steven Obiajulu, *Buying an App Business in the United States*, OpenAgreements (last updated October 3, 2026), https://openagreements.org/practice-guides/buying-an-app-business/us.

[^escrow-deemed-acceptance]: **General Escrow Instructions, buyer acceptance (Escrow.com)** — "During the Buyer Inspection Period, Buyer shall either: (1) select the ‘Accept’ button on the Escrow.com website, and follow all further instructions accordingly to complete acceptance of the goods; or (2) select the ‘Reject’ button and follow any further instructions to complete the rejection of the goods. Should the Buyer fail to select either the ‘Accept’ or ‘Reject’ buttons, and/or follow all further instructions, then Buyer shall be deemed to be satisfied with the quality of the goods/domain(s), and to have accepted the goods/domain(s)." *§ 4; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^escrow-lapse-releases-funds]: **What is an Inspection Period, end (Escrow.com)** — "If the Buyer does not take any action within the Inspection Period, at the end of the agreed-upon Inspection Period, Escrow.com will release the funds to the Seller." *End of Inspection Period; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^escrow-inspection-length-start]: **What is an Inspection Period (Escrow.com)** — "Inspection Periods are 1 - 30 calendar days and must be agreed upon by all parties at the initiation of the transaction. Buyers and Sellers should ascertain the Inspection Period provides adequate time for any authentication and/or appraisal process required to complete the transaction." *How long is the Inspection Period?; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^escrow-inspection-start]: **What is an Inspection Period, start (Escrow.com)** — "The Inspection Period begins when the Buyer marks the merchandise or service as ‘Received’ or when Escrow.com verifies or receives confirmation that the merchandise, domain, or service has been delivered." *Start of Inspection Period; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^escrow-notice-not-guaranteed]: **What is an Inspection Period, 24-hour notice (Escrow.com)** — "In some cases, Escrow.com may send a 24-hour notice if the Inspection Period is started and ended without the Buyer's participation. This is evaluated on a case-by-case basis and isn't guaranteed to happen every time." *24 Hour Notice; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^escrow-return-before-refund]: **General Escrow Instructions, return of rejected property (Escrow.com)** — "Buyer is aware that regardless of the reason for rejection, Escrowed Property must be returned to the Seller in order for funds to be returned to the Buyer. Shipping costs for returned Escrowed Property must be arranged and completed within ten (10) days of Buyer's rejection. Failure of Buyer to return the Escrowed Property within the specified time period will cause Escrow.com to automatically pay the Seller the purchase price." *§ 5; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^escrow-default-fee-payer]: **Terms of Use, fees (Escrow.com)** — "16. Fees. Unless otherwise agreed upon by each User in the Transaction, Buyer agrees to pay the fees for the Services that are disclosed on the Site at the time the completed Transaction Escrow Instructions are agreed to by all such Users, as well as any other fees, including, without limitation, third party service fees (e.g., shipping, appraisal, inspection, registration - domain or otherwise, etc.). Once paid, Escrow.com fees are nonrefundable." *§ 16; accessed October 3, 2026* <https://www.escrow.com/escrow-101/terms-of-use>

[^escrow-agreed-fee-added]: **Escrow fees, buyer guidelines (Escrow.com)** — "If you've agreed to pay all or some of the fee, it's automatically added to the purchase price of the merchandise, vehicle or domain name." *Buyer guidelines; accessed October 3, 2026* <https://www.escrow.com/fee-calculator>

[^escrow-buyer-pays-fee-on-cancel]: **General Escrow Instructions, fee on cancellation or return (Escrow.com)** — "The buyer is responsible for 100% of the escrow fee in the event the transaction is cancelled or the merchandise is returned." *§ 5; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^escrow-refund-fee-regardless]: **General Escrow Instructions, cancellation (Escrow.com)** — "Buyer hereby agrees that the entire escrow fee shall be deducted from his/her/its refund regardless of any other previous arrangement for allocation of the escrow fee that may have been made between Buyer and Seller (and Broker when applicable)." *§ 8; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^escrow-no-ownership-responsibility]: **General Escrow Instructions, services not included (Escrow.com)** — "The Buyer and Seller (and Broker when applicable) understand that the above escrow services DO NOT include any representation of warranty, either expressed or implied by Escrow.com, and that Escrow.com assumes no responsibility for the legality of the transaction, condition of the ownership, sufficiency of instruments conveying ownership, or agreements therefore." *§ 22; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^p6-trustmrr-templates-convenience]: **Terms of Service, acquisition documents (TrustMRR)** — "TrustMRR provides document templates as a convenience only. We make no representations or warranties about the legal sufficiency, enforceability, or appropriateness of these documents for your specific situation." *§ 11.1; accessed September 29, 2026* <https://trustmrr.com/terms>

[^d3-trustmrr-not-a-party]: **Terms of Service, platform role (TrustMRR)** — "We are not the buyer or seller and are not a party to any acquisition agreement between users." *§ 10.1; accessed September 30, 2026* <https://trustmrr.com/terms>

[^p6-trustmrr-agreement-between-parties]: **Terms of Service, no warranties (TrustMRR)** — "TrustMRR brokers and facilitates startup acquisition opportunities, but the acquisition agreement and asset transfer remain between the buyer and seller." *§ 10.7; accessed September 29, 2026* <https://trustmrr.com/terms>

[^p6-trustmrr-transfer-responsibility]: **Terms of Service, asset transfer responsibility (TrustMRR)** — "The transfer of startup assets (including but not limited to source code, domains, customer data, intellectual property, accounts, and any other assets) is solely the responsibility of the buyer and seller." *§ 11.4; accessed September 29, 2026* <https://trustmrr.com/terms>

[^d3-trustmrr-no-guarantee]: **Terms of Service, no guarantee (TrustMRR)** — "TrustMRR does not guarantee either party, the assets, or the outcome." *§ 10.7; accessed September 30, 2026* <https://trustmrr.com/terms>

[^p6-trustmrr-lump-sum]: **FAQ, installments, earnouts and milestone payouts (TrustMRR)** — "TrustMRR only supports a single lump-sum payment through escrow. Structures like paying 50% upfront and the rest after 60 days, earnouts tied to future revenue, or seller financing are not available on the platform. If you need a custom payment arrangement, you would have to handle it outside of TrustMRR." *Deals, Legal Docs, and Payments; accessed September 29, 2026* <https://trustmrr.com/faq>

[^d3-trustmrr-approval-route-sf]: **Terms of Service, alternative payment approval (TrustMRR)** — "If, for any reason, our standard escrow service is not suitable for your transaction (e.g., you need to use a bank escrow, attorney escrow, or complete the transaction directly), you must: - Contact TrustMRR customer support before completing the transaction outside our platform - Obtain written approval from TrustMRR to proceed with an alternative payment method - Pay the TrustMRR platform fee as outlined in our fee structure, which will be invoiced separately - Provide proof of transaction completion to TrustMRR customer support upon request" *§ 10.5; accessed September 30, 2026* <https://trustmrr.com/terms>

[^p6-trustmrr-asset-details]: **FAQ, escrow rejection of an APA (TrustMRR)** — "Escrow needs verifiable asset details. If you’re transferring public assets (domains, social accounts, repos, etc.), include their URLs in the APA. Missing or vague asset details can lead to rejection." *Deals, Legal Docs, and Payments; accessed September 29, 2026* <https://trustmrr.com/faq>

[^d3-trustmrr-escrow-from-apa]: **FAQ, escrow set-up (TrustMRR)** — "TrustMRR creates the transaction with the agreed purchase price, buyer and seller Escrow.com emails, and APA asset details." *Deals, Legal Docs, and Payments; accessed September 29, 2026* <https://trustmrr.com/faq>

[^d3-trustmrr-executed-document]: **Terms of Service, executed documents (TrustMRR)** — "An executed document may create legally binding obligations according to its terms." *§ 11.1; accessed September 30, 2026* <https://trustmrr.com/terms>

[^apple-financial-reports-monthly]: **Download financial reports (Apple)** — "Financial reports show your monthly proceeds, as well as final unit sales by country or region and order type. They’re automatically generated once a month, based on Apple’s fiscal calendar, and are only generated if there are purchases or refunds during that fiscal period." *Download financial reports; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/getting-paid/download-financial-reports/>

[^play-earnings-monthly]: **Download and export monthly reports, earnings (Google Play Console Help)** — "You can use the earnings report to understand your payout and transactions. Each line in the report represents a type of transaction, such as when you charge a customer money or pay Google a fee, along with the original and converted amounts. Earnings reports contain transactions from the prior month. You'll receive the payout several weeks after the earnings report becomes available. The earnings report is generated once per month, and is typically available by the fifth of the following month." *Earnings; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6135870?hl=en>

[^apple-financial-reports-roles]: **Download financial reports, required role (Apple)** — "Required role: Account Holder, Admin, or Finance." *Download financial reports; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/getting-paid/download-financial-reports/>

[^apple-financial-reports-retention]: **Download financial reports, availability (Apple)** — "Financial reports for the previous fiscal month's earnings are available by the first Friday of the current fiscal month. You can sign up to receive email notifications as soon as your financial reports are available each month. Learn more. Financial reports remain available for a period of ten years from the reporting date." *Download financial reports; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/getting-paid/download-financial-reports/>

[^apple-sales-data-split]: **Overview of app transfer, sales and financial data (Apple)** — "If you transfer your app, you’ll continue to have access to information for payments and sales that occurred prior to the transfer. However, after the transfer, you won’t have access to information regarding sales and payments that take place afterward. The recipient of the transferred app will only receive payment and sales information for transactions that occurred after the transfer." *Data for Sales and Trends and Payments and Financial Reports; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^play-reports-do-not-transfer]: **Transfer apps, reports (Google Play Console Help)** — "Your bulk export reports, payout reports, and earnings reports won't transfer with the app, so you may want to download any reports you'll need later. New versions of these reports will be created once the app transfers to a new account." *Get your app ready to transfer; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6230247?hl=en>

[^apple-partner-share-net]: **Financial report fields, Partner Share (Apple)** — "The proceeds you receive per unit. This is the Customer Price minus applicable taxes and Apple’s commission, per Schedule 2 of your Paid Apps Agreement." *Partner Share; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/reference/financial-report-fields/>

[^apple-title-product-id]: **Financial report fields, Title (Apple)** — "The name of the content being purchased. For downloads, the field will populate the name of the app as set in App Store Connect. For In-App Purchases, the field will populate the Product ID as set in App Store Connect." *Title; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/reference/financial-report-fields/>

[^play-estimated-not-accounting]: **Download and export monthly reports, estimated sales (Google Play Console Help)** — "You can use this report for analytics or trend analysis, but it's not recommended for accounting. Instead, see the Earnings report. You may notice differences between this report and your earnings for a number of reasons. For example, the estimated sales report doesn't take into account withholding taxes or chargebacks." *Estimated sales; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6135870?hl=en>

[^jeffs-seller-truthful-details]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), seller warranties** — "(e) Seller has truthfully and accurately provided details relating to the Asset to Broker including, but not limited to, details regarding revenue, profit, expenses, pageviews, work required per week, creation date, and use of a private blog network, if any; (f) There are no bankruptcy or reorganization proceedings currently filed against Seller that would impede its ability to complete this Agreement; and, (g) To the best of the Seller’s knowledge, there is no lawsuit or pending charge against the Asset." *¶12(e)–(g)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(e)%20Seller%20has%20truthfully%20and,pending%20charge%20against%20the%20Asset.>

[^jeffs-seller-truthful-details-revenue-drops]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), seller warranties** — "(e) Seller has truthfully and accurately provided details relating to the Asset to Broker including, but not limited to, details regarding revenue, profit, expenses, pageviews, work required per week, creation date, and use of a private blog network, if any; (f) There are no bankruptcy or reorganization proceedings currently filed against Seller that would impede its ability to complete this Agreement; and, (g) To the best of the Seller’s knowledge, there is no lawsuit or pending charge against the Asset." *¶12(e)–(g)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(e)%20Seller%20has%20truthfully%20and,pending%20charge%20against%20the%20Asset.>

[^acquire-no-diligence]: **Buyer and Seller Terms of Use, due diligence (Acquire.com)** — "8. Acquire.com performs no technical, legal, financial, or any other kind of due diligence on buyers or sellers in the Acquire.com Marketplace and makes no representations, warranties, and guarantees regarding such buyers or sellers of any kind. Acquire.com cannot guarantee whether a business listed on the Acquire.com Marketplace is suitable for a potential buyer, or whether any businesses listed on the Acquire.com Marketplace will meet the performance expectations of a buyer. Acquire.com is not responsible for a seller’s truthfulness regarding the existence, quality, accuracy, or completeness of any listing on the Acquire.com Marketplace." *Services, item 8; accessed October 3, 2026* <https://acquire.com/buyerseller/>

[^flippa-buyer-investigates]: **Terms of Service, buyer investigation (Flippa)** — "You accept sole responsibility for examining and investigating an asset and all information in a listing. This includes, but is not limited to, associated liabilities, financial statements, tax returns and any other facts or information which may impact your decision to purchase that listed asset and the price you are willing to pay." *Buyer due diligence; accessed October 3, 2026* <https://flippa.com/terms-of-service/>

[^jeffs-waiver-after-inspection]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), no contingencies** — "(15) No Contingencies. Except as otherwise provided by this Agreement, Buyer had the opportunity to fully inspect the Assets, is satisfied with its inspection, and desires to purchase the Assets. Buyer agrees to buy the Assets ‘as is.’ Upon expiration of the Inspection Period, Buyer hereby waives any and all contingencies in connection with its purchase of the Assets, including any discrepancies, fluctuations, or changes in the performance of the Asset and specifically its gross revenue, net revenue, expenses, traffic, and other metrics of performance, including any discrepancies, fluctuations, or changes in the performance of the Asset during the Migration Process." *¶15* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(15)%20No%20Contingencies.%20Except%20as,Asset%20during%20the%20Migration%20Process.>

[^jeffs-earnings-may-decline]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), broker disclaimer** — "(18) Broker Disclaimer. Except as otherwise provided by this Agreement, all sales are final and there are no refunds. Earnings and traffic may decline due to Google updates, increased competition, mismanagement by the Buyer, or other factors. The Parties agree that Broker makes no guarantees or warranties, written or implied, of the future performance of the Assets. Buyer specifically agrees and acknowledges that it assumes all risk in this purchase." *¶18* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(18)%20Broker%20Disclaimer.%20Except%20as,all%20risk%20in%20this%20purchase.>

[^abry-lies-not-capped]: **ABRY Partners V, L.P. v. F & W Acquisition LLC (Del. Ch. 2006)** — "For these reasons, when a seller intentionally misrepresents a fact embodied in a contract — that is, when a seller lies — public policy will not permit a contractual provision to limit the remedy of the buyer to a capped damage claim. Rather, the buyer is free to press a claim for rescission or for full compensatory damages." *ABRY Partners V, L.P. v. F & W Acquisition LLC, 891 A.2d 1032 (Del. Ch. 2006).* <https://www.courtlistener.com/opinion/2167386/abry-partners-v-lp-v-f-w-acquisition-llc/#:~:text=For%20these%20reasons%2C%20when%20a,or%20for%20full%20compensatory%20damages.>

[^cal-civ-1668-own-fraud]: **California Civil Code § 1668, contracts exempting fraud** — "All contracts which have for their object, directly or indirectly, to exempt any one from responsibility for his own fraud, or willful injury to the person or property of another, or violation of law, whether willful or negligent, are against the policy of the law." *Cal. Civ. Code § 1668.* <https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=CIV&sectionNum=1668.>

[^apple-transferor-delivers-code]: **Overview of app transfer, code and build assets (Apple)** — "The transferor is responsible for exchanging the actual code set and building assets directly with the recipient. Be sure to inform the recipient about any capabilities or App Store configuration added to the app, such as keychain sharing, Game Center, or push notifications, so these are maintained in future updates." *What happens during and after an app transfer; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^google-copy-and-test]: **Changing your hosting, copy and test the new site (Google Search Central)** — "First, upload a copy of your site to your new hosting provider. What a ‘copy of your website’ means depends entirely on your old content management platform; it may be actual HTML files that you replicate on your new hosting platform, or a database export that you have to import in the new location. Once you do that, verify that it works as expected by thoroughly testing all aspects of how your users interact with your site." *Copy and test your new site; accessed October 3, 2026* <https://developers.google.com/search/docs/crawling-indexing/site-move-no-url-changes>

[^apple-provisioning-profiles]: **Accept an app transfer, provisioning profiles (Apple)** — "Note: After an app transfer, you must create new provisioning profiles in the recipient's Apple Developer account. Ensure you associate these profiles with the transferred app's App ID and distribution certificate." *Note; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/accept-an-app-transfer/>

[^play-integrated-services]: **Transfer apps, integrated services (Google Play Console Help)** — "If your app uses any integrated services, including Google Analytics, Firebase, and Google Play game services, make sure to update your account settings and apps." *Additional requirements for select apps; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6230247?hl=en>

[^vercel-integrations-again]: **Transferring a project, integrations (Vercel)** — "Integrations: Those associated with your project must be added again after the transfer is complete." *What is not transferred?; accessed October 3, 2026* <https://vercel.com/docs/projects/transferring-projects>

[^github-transfer-secrets-stay]: **Transferring a repository, what's transferred (GitHub Docs)** — "When you transfer a repository, its issues, pull requests, wiki, stars, and watchers are also transferred. If the transferred repository contains webhooks, services, secrets, or deploy keys, they will remain associated after the transfer is complete." *What's transferred with a repository?; accessed October 3, 2026* <https://docs.github.com/en/repositories/creating-and-managing-repositories/transferring-a-repository>

[^apple-transfer-keeps-reviews]: **Overview of app transfer (Apple)** — "You can transfer your app while keeping it available for download on the App Store. During and after the transfer, the app retains its reviews and ratings, and users continue to receive updates. When an app is transferred it maintains its Bundle ID, which can’t be changed once a build has been uploaded for the app." *Overview; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^apple-transferor-delivers-code-or-repository]: **Overview of app transfer, code and build assets (Apple)** — "The transferor is responsible for exchanging the actual code set and building assets directly with the recipient. Be sure to inform the recipient about any capabilities or App Store configuration added to the app, such as keychain sharing, Game Center, or push notifications, so these are maintained in future updates." *What happens during and after an app transfer; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^apple-accept-privacy-details]: **Accept an app transfer, app privacy (Apple)** — "In the App privacy section, if the previous owner already disclosed what data the app collects and how it may be used, review the privacy details they entered by clicking View Existing Details. If you choose to delete the existing responses or if the previous owner of the app didn’t disclose what data the app collects and how it may be used, complete the App privacy section before submitting a new app version." *Accept an app transfer, step 6; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/accept-an-app-transfer/>

[^play-ad-sdk-update]: **Transfer apps, ad SDK integrations (Google Play Console Help)** — "Ad SDK integrations (including AdMob): Once your apps have been transferred to your target account, to make sure ad traffic is credited to the correct account, all ad SDK integrations will need to be updated in your apps' APK files." *Additional requirements for select apps; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6230247?hl=en>

[^apple-keychain-until-update]: **Overview of app transfer, keychain sharing (Apple)** — "Keychain sharing continues to work only until the app is updated. Therefore, you must rebuild the keychain when submitting updates." *Apps using keychain sharing; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^jeffs-ordinary-course]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), maintenance of the assets** — "(a) Seller agrees to maintain the Asset, as it was leading up to sale, through the Completed Migration to the best of its ability. This includes, but is not limited to, maintaining third party links on its website and other websites and any marketing, advertising, or other referral source, if applicable. Seller shall take no active action to remove any third-party links; (b) Seller agrees to maintain accurate and up-to-date Asset records that it compiles throughout its normal course of business through the Completed Migration, and deliver any and all Asset records to Buyer prior to the Completed Migration; and, (c) Seller agrees not to take any actions in relation to the Asset outside of normal business practices throughout the Migration Process." *¶13(a)–(c)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(a)%20Seller%20agrees%20to%20maintain,practices%20throughout%20the%20Migration%20Process.>

[^github-transfer-secrets-stay-services-inventory]: **Transferring a repository, what's transferred (GitHub Docs)** — "When you transfer a repository, its issues, pull requests, wiki, stars, and watchers are also transferred. If the transferred repository contains webhooks, services, secrets, or deploy keys, they will remain associated after the transfer is complete." *What's transferred with a repository?; accessed October 3, 2026* <https://docs.github.com/en/repositories/creating-and-managing-repositories/transferring-a-repository>

[^apple-shared-secret]: **Overview of app transfer, auto-renewable subscriptions (Apple)** — "Before you accept an app transfer for an app that offers auto-renewable subscriptions, obtain the app-specific shared secret from the initiator, so that you can update your servers to use the code to verify auto-renewable subscriptions. Once the app transfer is complete, generate an app-specific shared secret so that users outside of your organization no longer have access to it." *Apps using auto-renewable subscriptions; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^apple-webhooks-transfer]: **Overview of app transfer, webhooks (Apple)** — "If you have webhooks configured for your app, they will transfer to the recipient. If you don’t want webhook events delivered to your web server after the transfer, delete the webhooks before you transfer the app." *Apps using webhooks; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^apple-pay-merchant-id]: **Overview of app transfer, Apple Pay (Apple)** — "If you transfer an app that uses Apple Pay, the merchant ID isn't transferred along with the app. Transactions continue to be successful as long as the original certificates are valid. However, when you submit an update, a new merchant ID must be created on the recipient’s account." *Apps using Apple Pay; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^apple-push-certificates]: **Overview of app transfer, push notifications (Apple)** — "The recipients APNs certificates remain valid until their expiration date. After that, the recipient team must generate a new APNs certificate to continue signing pushes." *Apps using push notifications; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/overview-of-app-transfer/>

[^play-signing-keys]: **Transfer apps, Play App Signing keys (Google Play Console Help)** — "For apps using Play App Signing, both the original owner and target account may wish to consider the security of both the upload key and the app signing key." *Additional requirements for select apps; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6230247?hl=en>

[^github-deploy-key-warning]: **Repository roles for an organization, deploy keys (GitHub Docs)** — "When someone adds a deploy key to a repository, any user who has the private key can read from or write to the repository (depending on the key settings), even if they're later removed from the organization." *Warning; accessed October 3, 2026* <https://docs.github.com/en/organizations/managing-user-access-to-your-organizations-repositories/managing-repository-roles/repository-roles-for-an-organization>

[^aws-role-not-deleted]: **Removing a member account, IAM access roles (AWS Organizations User Guide)** — "When you remove a member account from the organization, any IAM role that was created to enable access by the organization's management account isn't automatically deleted." *Considerations; accessed October 3, 2026* <https://docs.aws.amazon.com/organizations/latest/userguide/orgs_manage_accounts_remove.html>

[^escrow-inspection-length-start-handover-checklist]: **What is an Inspection Period (Escrow.com)** — "Inspection Periods are 1 - 30 calendar days and must be agreed upon by all parties at the initiation of the transaction. Buyers and Sellers should ascertain the Inspection Period provides adequate time for any authentication and/or appraisal process required to complete the transaction." *How long is the Inspection Period?; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^escrow-inspection-not-modified]: **General Escrow Instructions, time limits (Escrow.com)** — "Should the Escrow.com site or our services be unavailable, or if Buyer and Seller (and Broker when applicable) jointly desire to extend the Buyer Inspection Period or the Seller Inspection Period, then Escrow.com may, but shall not be obligated to, extend such times as set forth in the Transaction Escrow Instructions at Escrow.com’s sole and absolute discretion, and Escrow.com will provide prompt email notification of any extension to all parties. With the exception of Escrow.com extensions, the Buyer Inspection Period and the Seller Inspection Period as set forth in these Instructions and the Transaction Escrow Instructions shall not be modified." *§ 12; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^escrow-inspection-start-handover-checklist]: **What is an Inspection Period, start (Escrow.com)** — "The Inspection Period begins when the Buyer marks the merchandise or service as ‘Received’ or when Escrow.com verifies or receives confirmation that the merchandise, domain, or service has been delivered." *Start of Inspection Period; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^apple-accept-processing]: **Accept an app transfer, processing (Apple)** — "It can take up to two business days for the app transfer to complete, during which the app status is Processing App Transfer." *Accept an app transfer; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/accept-an-app-transfer/>

[^play-request-review]: **Transfer apps, submit the request (Google Play Console Help)** — "This request will then be received by the target developer for review and approval. Finally, our support team reviews and replies to transfer requests within 2 business days." *Submit your transfer request; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6230247?hl=en>

[^jeffs-inspection-from-migration]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), inspection period start** — "(8) Inspection Period. Buyer shall have a period of fourteen (14) days from the Completed Migration to fully inspect the Assets (‘Inspection Period’) upon the following terms and conditions: (a) During the Inspection Period, Buyer shall operate the Assets in a manner as close as possible to Seller’s operation and shall not make any material changes, including addition of new expenses, without Seller’s prior written consent." *¶8* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(8)%20Inspection%20Period.%20Buyer%20shall,without%20Seller%E2%80%99s%20prior%20written%20consent.>

[^jeffs-substantial-deviation]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022), inspection period** — "(b) Buyer may request termination of this Agreement if, consistent with this Agreement, the Buyer believes a Substantial Deviation exists; (c) A ‘Substantial Deviation’ exists when the Inspection Period Revenue is less than fifty percent (50%) of the prorated Average Monthly Revenue. If the Inspection Period Revenue is fifty percent (50%) or more of the prorated Average Monthly Revenue, Buyer shall have no right to request to terminate this Agreement;" *¶8(b)–(c)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(b)%20Buyer%20may%20request%20termination,request%20to%20terminate%20this%20Agreement%3B>

[^escrow-lapse-releases-funds-handover-checklist]: **What is an Inspection Period, end (Escrow.com)** — "If the Buyer does not take any action within the Inspection Period, at the end of the agreed-upon Inspection Period, Escrow.com will release the funds to the Seller." *End of Inspection Period; accessed October 3, 2026* <https://www.escrow.com/support/faqs/what-is-an-inspection-period,-when-does-it-start,-and-how-long-does-it-last>

[^escrow-supplemental-instructions]: **General Escrow Instructions, supplemental instructions (Escrow.com)** — "Should it become necessary to add a supplemental instruction(s), or to make any addition to, deletion from, or alteration to the Transaction Detail Screens, all parties (Buyer, Seller, Escrow.com and Broker when applicable) must execute (by digital signature or by a method mutually agreed upon by both parties) any supplemental instruction, addition, deletion or alteration thereto (collectively the ‘Supplemental Escrow Instruction(s)). Escrow.com reserves the right to reject any Supplemental Escrow Instructions and to terminate the Transaction as provided herein." *§ 1; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^apple-transfer-app-transfer]: **Initiate an app transfer (Apple)** — "Enter the Apple Account for the recipient’s Account Holder and Team ID for the account, and click Continue." *Transfer steps, step 5; accessed September 16, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/initiate-an-app-transfer>

[^p6-apple-enroll-2fa]: **Enrolling in the Apple Developer Program (Apple)** — "If you’re enrolling your organization, you’ll need an Apple Account with two-factor authentication turned on." *Enrolling your organization; accessed September 29, 2026* <https://developer.apple.com/programs/enroll/>

[^p6-apple-enroll-duns]: **Enrolling in the Apple Developer Program, D-U-N-S Number (Apple)** — "Your organization (excluding government entities) must have a D-U-N-S Number so that we can verify your organization’s identity, legal entity status, and address." *Enrolling your organization, D-U-N-S Number; accessed September 29, 2026* <https://developer.apple.com/programs/enroll/>

[^p6-apple-criteria-accounts]: **App transfer criteria (Apple)** — "Before initiating an app transfer, ensure that both the transferor's and recipient's accounts are not in a pending or changing state. Additionally, both parties must have accepted the latest version of their paid and free agreements." *Account criteria; accessed September 29, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/app-transfer-criteria>

[^p6-apple-criteria-released]: **App transfer criteria, released version (Apple)** — "The app must have at least one version that was released to the App Store." *App criteria; accessed September 29, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/app-transfer-criteria>

[^d3-apple-no-preorder]: **App transfer criteria, pre-orders (Apple)** — "The app can’t currently be available for pre-order in any countries or regions." *App criteria; accessed September 29, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/app-transfer-criteria>

[^d3-apple-pending-60-days]: **Initiate an app transfer, pending status (Apple)** — "After you initiate the transfer, the app stays in its previous status, with the Pending App Transfer status added, until the recipient accepts it or the transfer expires after 60 days." *Initiate an app transfer; accessed September 30, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/initiate-an-app-transfer>

[^apple-accept-processing-app-transfer]: **Accept an app transfer, processing (Apple)** — "It can take up to two business days for the app transfer to complete, during which the app status is Processing App Transfer." *Accept an app transfer; accessed October 3, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/accept-an-app-transfer/>

[^d3-apple-backup]: **Initiate an app transfer, back up app information (Apple)** — "Because an app is removed from your account after an app transfer, you should back up all information about the app for your records." *Note; accessed September 30, 2026* <https://developer.apple.com/help/app-store-connect/transfer-an-app/initiate-an-app-transfer>

[^registrar-confirmation-domain-closing]: **Domain transfer policy guidance (ICANN)** — "The first rule is that you generally cannot transfer a domain name to a new registrar within 60 days of making a change to your contact information. While some registrars may provide an option to opt-out of this 60-day ‘lock period’ this rule is in place for your protection (to prevent unauthorized transfers) and the registrar does not have to offer this option. Contact your registrar to find out if they offer this option." *Item 1; accessed September 16, 2026* <https://www.icann.org/resources/pages/about-transfer-policy-2017-10-10-en>

[^p6-icann-registrant-contract]: **Information for Domain Name Registrants (ICANN)** — "Upon registration of a domain name, a registrant enters into a contract with a registrar." *What is a Registrant?; accessed September 29, 2026* <https://www.icann.org/registrants>

[^p6-icann-errp-notices]: **Expired Registration Recovery Policy (ICANN)** — "Prior to the expiration of any gTLD registration, registrars must notify the registered name holder of the expiration at least two times." *§ 2.1.1; accessed September 29, 2026* <https://www.icann.org/en/contracted-parties/consensus-policies/expired-registration-recovery-policy/expired-registration-recovery-policy-28-02-2013-en>

[^d3-icann-two-kinds]: **Transfer policy guidance, registrar and registrant transfers (ICANN)** — "There are 2 important rules you should be aware of regarding whether and when a domain name can be transferred from one registrar to another and/or from one registrant to another." *Item 1; accessed September 30, 2026* <https://www.icann.org/resources/pages/about-transfer-policy-2017-10-10-en>

[^d3-icann-who-initiates]: **Transfer policy guidance, who may initiate (ICANN)** — "The second rule is that you can only initiate the transfer process if you are the registered name holder, administrative contact, or an individual explicitly authorized to act on behalf of either of those contacts." *Item 1; accessed September 30, 2026* <https://www.icann.org/resources/pages/about-transfer-policy-2017-10-10-en>

[^d3-icann-authinfo]: **Transfer policy guidance, AuthInfo code (ICANN)** — "You’ll need something called the AuthInfo code (also called an Authorization Code, AuthInfo code, Auth-Info Code, or transfer code) to make the transfer." *Item 4; accessed September 30, 2026* <https://www.icann.org/resources/pages/about-transfer-policy-2017-10-10-en>

[^d3-icann-gaining-registrar]: **Transfer policy guidance, gaining registrar (ICANN)** — "To initiate the process to transfer your domain name from one ICANN-accredited registrar to another, you should first contact the registrar to which you wish to transfer the name. After you contact that registrar, it is required to confirm your intent to transfer your domain name using the Standardized Form for Gaining Registrars." *Item 2; accessed September 30, 2026* <https://www.icann.org/resources/pages/about-transfer-policy-2017-10-10-en>

[^d3-icann-registrant-settings]: **Information for Domain Name Registrants, managing settings (ICANN)** — "After registration, registrants manage their domain name settings through their registrar." *What is a Registrant?; accessed September 30, 2026* <https://www.icann.org/registrants>

[^d3-google-dns-move]: **Changing your hosting, starting the move (Google Search Central)** — "Change the DNS settings of your domain name to point to the new hosting infrastructure. This step is the actual site move step that starts the process of sending your traffic to the new infrastructure." *Overview; accessed September 29, 2026* <https://developers.google.com/search/docs/crawling-indexing/site-move-no-url-changes>

[^d3-icann-registrar-maintains]: **Information for Domain Name Registrants, registrar contract terms (ICANN)** — "The contract describes the terms under which the registrar agrees to register and maintain the requested name." *What is a Registrant?; accessed September 30, 2026* <https://www.icann.org/registrants>

[^play-accounts-active]: **Transfer apps, active accounts (Google Play Console Help)** — "Before you can submit a transfer request from your original account to a different account (known as your target account), both Google Play developer accounts need to be registered and active." *Get your app ready to transfer; accessed October 3, 2026* <https://support.google.com/googleplay/android-developer/answer/6230247?hl=en>

[^github-original-owner-collaborator]: **Transferring a repository, prerequisites (GitHub Docs)** — "The original owner of the repository is added as a collaborator on the transferred repository. Other collaborators to the transferred repository remain intact." *Prerequisites for repository transfers; accessed October 3, 2026* <https://docs.github.com/en/repositories/creating-and-managing-repositories/transferring-a-repository>

[^vercel-payment-method]: **Transferring a project, payment method (Vercel)** — "If the target Vercel team does not have a valid payment method, you must add one before transferring your project to avoid any interruption in service." *Transfer steps; accessed October 3, 2026* <https://vercel.com/docs/projects/transferring-projects>

[^stripe-business-sale-contact]: **Transfer a Stripe account due to a business sale or acquisition (Stripe Support)** — "If you are the existing owner of a Stripe account and you want to transfer ownership of your account to someone else, such as in the case of selling your business or having been acquired, you will first need to reach out to Stripe Support to confirm which information updates need to be made." *Support article; accessed October 3, 2026* <https://support.stripe.com/questions/transfer-a-stripe-account-to-a-different-entity-due-to-a-business-sale-or-acquisition>

[^stripe-new-owner-invite]: **Change the owner of a Stripe account, new individual (Stripe Support)** — "Transfer to a new individual Go to Team settings on the Dashboard . Click +New Member. Add the new user’s email address and set their role to Super Administrator. Click Save to send them an invitation to join the account. After the new user has accepted the invite, go back to Team settings. Click the overflow menu next to their name. From the popup, select Transfer ownership and follow the instructions." *Transfer to a new individual; accessed October 3, 2026* <https://support.stripe.com/questions/change-the-owner-of-a-stripe-account>

[^escrow-domain-credentials-before-release]: **General Escrow Instructions, domain names (Escrow.com)** — "Seller agrees to provide the username and password and/or authorization code, if any, necessary to access the Domain Name to Buyer prior to the release of funds." *§ 2; accessed October 3, 2026* <https://www.escrow.com/escrow-101/general-escrow-instructions>

[^github-removed-keeps-clones]: **Removing an outside collaborator from an organization repository (GitHub Docs)** — "You are responsible for ensuring that people who have lost access to a repository delete any confidential information or intellectual property. While forks of private repositories are deleted when a collaborator is removed, the person will still retain any local clones of your repository." *Warning; accessed October 3, 2026* <https://docs.github.com/en/organizations/managing-user-access-to-your-organizations-repositories/removing-an-outside-collaborator-from-an-organization-repository>

[^p6-vercel-transfer-roles]: **Transferring a project (Vercel)** — "You must be an owner of the team you're transferring from, and a member of the team you're transferring to." *Transferring a project; accessed September 29, 2026* <https://vercel.com/docs/projects/transferring-projects>

[^p6-vercel-payment-method]: **Transferring a project, payment method (Vercel)** — "If the target Vercel team does not have a valid payment method, you must add one before transferring your project to avoid any interruption in service." *Transfer steps; accessed September 29, 2026* <https://vercel.com/docs/projects/transferring-projects>

[^p6-github-accept-window]: **Transferring a repository (GitHub Docs)** — "If the new owner doesn't accept the transfer within one day, the invitation will expire." *Prerequisites for repository transfers; accessed September 29, 2026* <https://docs.github.com/en/repositories/creating-and-managing-repositories/transferring-a-repository>

[^migration-migration-timing]: **Smart Repair Pro–Beard Revive purchase agreement (2021; filed by Jeffs Brands in 2022)** — "It is possible that some portion of the Assets will continue to be transferred to Buyer after the Completed Migration." *Migration Process, paragraph (b)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=It%20is%20possible%20that%20some,Buyer%20after%20the%20Completed%20Migration.>

[^d3-jeffs-migration-breach]: **Smart Repair Pro–Beard Revive purchase agreement (2021), failure to complete migration** — "(d) Either Party’s failure to complete the Migration Process after execution of this Agreement is a material breach of the Agreement; and, (e) The Parties agree to provide Broker all necessary information upon request to facilitate the Migration Process." *Migration Process, paragraph (d)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=(d)%20Either%20Party%E2%80%99s%20failure%20to,to%20facilitate%20the%20Migration%20Process.>

[^d3-jeffs-release-after-inspection]: **Smart Repair Pro–Beard Revive purchase agreement (2021), release of the purchase price** — "Within a commercially reasonable time after expiration of the Inspection Period, Broker will release ninety-two percent (92%) of the Purchase Price to Seller and Broker will retain the remaining eight percent (8%) as a portion of its Commission." *Release of the Purchase Price, ¶9(a)* <https://www.sec.gov/Archives/edgar/data/1885408/000121390022024068/ff12022ex10-7_jeffsbrands.htm#:~:text=Within%20a%20commercially%20reasonable%20time,a%20portion%20of%20its%20Commission.>

[^migration-website-migration]: **Transferring a project (Vercel)** — "Integrations: Those associated with your project must be added again after the transfer is complete." *What is not transferred? Integrations; accessed September 16, 2026* <https://vercel.com/docs/projects/transferring-projects>

[^d3-google-copy-and-test]: **Changing your hosting, copy and test the new site (Google Search Central)** — "First, upload a copy of your site to your new hosting provider. What a ‘copy of your website’ means depends entirely on your old content management platform; it may be actual HTML files that you replicate on your new hosting platform, or a database export that you have to import in the new location. Once you do that, verify that it works as expected by thoroughly testing all aspects of how your users interact with your site." *Copy and test your new site; accessed September 29, 2026* <https://developers.google.com/search/docs/crawling-indexing/site-move-no-url-changes>

[^p6-google-hosting-ttl]: **Changing your hosting (Google Search Central)** — "Consider lowering the TTL to a conservative low value (for example, a few hours) at least a week in advance of the move to refresh DNS caches faster." *Lower the TTL value for your DNS records; accessed September 29, 2026* <https://developers.google.com/search/docs/crawling-indexing/site-move-no-url-changes>

[^p6-google-hosting-shutdown]: **Changing your hosting, shutting down (Google Search Central)** — "Shut down the old hosting infrastructure when you're confident that all users, including Googlebot, are receiving content correctly from the new infrastructure and no one is using the old infrastructure." *Overview; accessed September 29, 2026* <https://developers.google.com/search/docs/crawling-indexing/site-move-no-url-changes>

[^d3-google-traffic-zero]: **Changing your hosting, shut down old hosting (Google Search Central)** — "Check the server logs on the old provider and, once the traffic to the old provider reaches zero, you can shut down your old hosting infrastructure." *Shut down old hosting; accessed September 29, 2026* <https://developers.google.com/search/docs/crawling-indexing/site-move-no-url-changes>

[^p6-github-pages-dns]: **Transferring a repository, GitHub Pages custom domains (GitHub Docs)** — "If you published a GitHub Pages site in a private repository and added a custom domain, before transferring the repository, you may want to remove or update your DNS records to avoid the risk of a domain takeover." *Transferring a repository owned by your personal account; accessed September 29, 2026* <https://docs.github.com/en/repositories/creating-and-managing-repositories/transferring-a-repository>

[^vercel-zero-downtime-transfer]: **Transferring a project (Vercel)** — "You can transfer projects between your Vercel teams with zero downtime and no workflow interruptions. You must be an owner of the team you're transferring from, and a member of the team you're transferring to. For example, you can transfer a project from your Hobby team to a Pro team, and vice versa if you're an owner on the Pro team. During the transfer, all of the project's dependencies will be moved or copied over to the new Vercel team namespace." *Transferring a project; accessed October 3, 2026* <https://vercel.com/docs/projects/transferring-projects>

[^github-transfer-keeps-secrets]: **Transferring a repository, what's transferred (GitHub Docs)** — "When you transfer a repository, its issues, pull requests, wiki, stars, and watchers are also transferred. If the transferred repository contains webhooks, services, secrets, or deploy keys, they will remain associated after the transfer is complete." *What's transferred with a repository?; accessed October 3, 2026* <https://docs.github.com/en/repositories/creating-and-managing-repositories/transferring-a-repository>

[^gcp-migration-not-data-transfer]: **Project migration overview, how migration works (Google Cloud Resource Manager)** — "A project migration is not a data transfer. Your services, databases, and virtual machine (VM) instances remain active and don't experience downtime." *How migration works; accessed October 3, 2026* <https://docs.cloud.google.com/resource-manager/docs/project-migration>

For repeat use, install the skill: `npx skills add open-agreements/open-agreements` (lawyer-reviewed agreement templates + 50-state practice guides).
