| Commentary

119 Timing

| Commentary

119 Timing

Warranties are likely to apply on the date of exchange of the share purchase agreement as well as on completion1. The sellers are likely to be reluctant to accept this because they will be unable to exclude liability for events which occur between contract and completion by making appropriate disclosures in the same way as they can with warranties on exchange, through use of the disclosure letter2. The sellers will no doubt also argue that the buyer’s position is adequately protected by the obligation imposed upon the sellers restricting the way in which the

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