Goodwill represents the intangible value of a business beyond its physical assets, including brand reputation, customer loyalty, and proprietary technology. It is calculated as the difference between a business's total value and the value of its net tangible assets. For service businesses like laboratories, goodwill is often estimated as the EBITDA multiplied by an industry-standard factor, such as 7-8 times EBITDA for US labs. The sale of goodwill generates capital gains tax. Valuing goodwill requires assessing the reasonableness of the implied value based on company-specific factors.