Overview
Seller disputes can complicate financing because lenders do not like unresolved uncertainty. Disputes can involve financial representations, equipment condition, leases, permits, or contract terms. The more uncertainty remains, the more conservative underwriting becomes, and the more likely timelines slip.
Types of disputes that commonly affect financing
- Revenue and expense disagreements about what is real and verifiable
- Equipment condition disputes involving uptime, repairs, or deferred maintenance
- Lease or title issues that create ambiguity around control of the site
- Operational handoff disputes about employees, vendors, or memberships
Why lenders react strongly to disputes
Lenders need a stable, documentable picture of what is being purchased. If disputes suggest the financials are unreliable or the collateral is uncertain, underwriters may reduce proceeds, require more equity, or pause the file until issues are resolved.
What helps the deal underwrite cleanly
The simplest path is to document facts and reduce grey areas. Clear deposit reconciliation, third-party service records, and written clarification of disputed items can prevent assumptions from turning into loan conditions.
Structuring to reduce risk
Some deals use credits, escrows, or repair holdbacks to address disputed items. The goal is to convert uncertainty into a defined, manageable outcome that a lender can accept.
Bottom line
Financing with seller disputes is possible, but lenders prefer clear resolution or a defined structure that removes uncertainty. Document the facts, reduce open items, and keep the underwriting story simple.