Due Diligence & Legal

Disclosure Letter

A schedule attached to the SPA/BTA listing specific exceptions to the seller's warranties, limiting warranty claims to matters that weren't disclosed.

Buyer Example

Seller of a Surat diamond processing unit discloses an ongoing labour tribunal case in the disclosure letter. Buyer proceeds with the deal but negotiates a specific ₹40 Lakh indemnity escrow tied exactly to that disclosed litigation, separate from the general warranty basket.