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Commercial Contract Due Diligence

Acquiring, selling or investing in a company requires clarity about the assets acquired and risks assumed. Essential commercial agreements may be affected by an acquisition, particularly where assignment or change-of-control clauses exist.

What to keep in mind

Review customers, suppliers, services, financial terms, exclusivity, termination triggers, consent requirements and continuity risk.

Failure to identify a critical contract restriction can undermine the business being bought.

Distinctions often confused

An asset transfer, a share purchase and a merger may affect contracts differently.

Frequently asked questions

Does every contract need consent after a share purchase?
No. The answer depends on its wording and the transaction.
Should a buyer review contracts with key customers?
Yes, including termination rights and any change-of-control provisions.

Informational content. It is not a substitute for professional advice.