Contract Negotiations

During the course of the due diligence process, which runs almost until completion, the purchasers (in some cases we will suggest it is produced by the seller) will issue a draft Sale and Purchase Agreement (SPA). Ideally the initial draft of the SPA should include specific warranties and indemnities that reflect some of the risks that have been identified by the Purchaser and its advisers.

Your lawyers will ensure you fully understand the terms of the agreement and will advise you on their concerns. Fusion will facilitate the overall negotiations but most importantly ensure that the contracts reflect the commercial elements of the transaction. There will be times when we will negotiate directly with the purchaser on your behalf. With Fusion taking a central role in the negotiations it enables you to continue to focus on the business's performance.

In addition there might be other contracts that will need to be negotiated as a result of the proposed structure or other due diligence or separation issues that have been identified such as service contracts for directors.