Effect of DD on Warranties

This topic contains 1 reply, has 2 voices, and was last updated by  Kay Yong 1 month, 1 week ago.

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  • #97512

    Bianca Stafford
    Participant

    “The Due Diligence conducted by the Purchaser will not affect or detract from the Warranties provided by the Seller”
    Is this a fair agreement and how enforceable is this in your jurisdiction?

    #113262

    Kay Yong
    Participant

    If this means that any seller disclosures during the purchaser’s due diligence will not be taken into account in any seller warranties, then on the face of things, this may be commercially unfair, but at the end of the day, the S&P is an agreement between 2 commercial parties and may very well be enforceable under the Singapore jurisdiction. I will add that even though this clause may favour the buyer, there may be other more beneficial ways for the buyer to protect itself against the risk that the warranties address, other than claiming against the seller for breach of warranty.

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