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In a typical company sales prices which involves the sale of the company’s shares, it is usual for the seller to provide warranties to the buyer on a broad range of issues such as title to the shares, tax, property, employment intellectual property and other commercial matters. W&I Insurance provides protection to either the seller or the buyer against financial loss rising due to the breach of warranties and indemnities given in a sale purchase agreement (SPA)

Advantage of the coverage are varied.

On the Seller side these are:

  • capping of liability
  • offering an createnative method of recourse to buyers
  • avoiding claw back on the sale procedures
  • enabling the investment committee to sign off the warranty recourse package so that the deal can actually happen

On the Buyer Side these are:

  • It alleviates concerns about the strength of the seller covenant
  • Reducing the requirement of a seller to retain liability, thereby enhancing their bid
  • Enhances funding options by providing additional comfort to debt providers about the level and strength of recourse

Transactional advantage that is gained from this cover include:

  • Enabling the seller to limit exposure to liability from any breach of warranties
  • Protection of the value of the buyer’s investment in the target
  • Facilitating the transaction by removing potential “deal-breaker” over risk allocation.
  • Elimination of the need for escrow, delayed payments or loan notes
  • Enhancement of the deal by providing security to support the warranties

Typically the gestation period for underwriting these coverages is significantly long and requires extensive discussions between the underwriter and the Assured and/or their Intermediary, if any.

DIC underwrites these risks with patience and prudence and looks forward to assisting with these enquiries.

For further details or assistance, please e-mail us at :

call us at our toll-free number :

 800 (DUBINS) 382467