Share Sale and Purchase Agreements
COVID-19 has substantially increased the legal and business risks involved
in any sale taking place during the pandemic. Following on from the two new
business purchase agreements added to the portfolio of templates last
month, that consider and include relevant COVID wording, this month a set
of COVID related warranties specifically drafted for a share sale have been
This template is based on the standard warranties found in any of the Share
Sale and Purchase Agreements (SPAs) and includes additional warranties to
cover the COVID-19 pandemic.
The extent to which a company being sold may be affected by the pandemic
will vary from business to business, but most buyers will want increased
warranty protection considering the important changes COVID-19 has
introduced to employment law and health and safety regulation, as well as
the potential impact on the company’s financing, customers and supply
chain, legal and regulatory compliance and business continuity.
These warranties aim to complement the SPA offering and should be dropped
into and replace the standard warranties in a SPA if COVID related
warranties need to be included.
The contents of this Newsletter are for reference purposes only and do not constitute
legal advice. Independent legal advice should be sought in relation to any specific