Legal due diligence questionnaire—asset purchase

The following Corporate precedent provides comprehensive and up to date legal information covering:

  • Legal due diligence questionnaire—asset purchase
  • 1 The Seller
  • 2 Employees
  • 3 Real property
  • 4 Litigation
  • 5 Pensions
  • 6 Material contracts
  • 7 Insurance
  • 8 Loans and liabilities
  • 9 Intellectual property rights
  • More...

Legal due diligence questionnaire—asset purchase

Dated [insert date]

Introduction

This legal due diligence questionnaire relates to the proposed purchase by [insert buyer name] (the Buyer) of [insert description of the business to be acquired] (the Business), as a going concern, together with certain assets used in the Business from [insert seller name] (the Seller) (the Proposed Acquisition).

This questionnaire is designed to enable the Buyer, the Buyer's solicitors and other professional advisers to obtain the legal information which the Buyer requires to assist in the valuation of the Business and with the negotiation of the Proposed Acquisition. Please answer every question fully. Please provide your answers in italics underneath each question and provide copies of all relevant documentation, ensuring that all answers and documents are clearly marked by reference to the appropriate paragraph of this questionnaire.

We reserve the right to raise further enquiries in respect of both your responses to this questionnaire and generally.

Definitions

CA 2006

  1. means the Companies Act 2006;

Completion

  1. means completion of the Proposed Acquisition;

Data Protection Laws

  1. means as applicable and binding on the Seller:

    1. (a)

      Directive 95/46/EC;

    2. (b)

      the Data Protection Act 1998;

    3. (c)

      Directive 2002/58/EC;

    4. (d)

      the Privacy and Electronic Communications (EC Directive) Regulations 2003, SI 2003/2426;

    5. (e)

      the General Data Protection Regulation (EU) 2016/679 (EU GDPR);

    6. (f)

      the General Data Protection Regulation, Regulation (EU) 2016/679 as it forms part of domestic law in the United Kingdom by virtue

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