Most advisers will agree that the primary purpose of the tax deed is to allocate risk of unexpected tax exposure between the buyer(s) on the one hand, and the seller(s) on the other. This tends to mean that the seller will usually assume tax risk up to a certain date, such as the date on which the transaction closes, unless there are specific concerns that merit a more bespoke allocation. However, while this premise is simple enough, tax deed negotiations are often anything but. Read more.