Hold Harmless Letter Due Diligence Template for England and Wales

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Key Requirements PROMPT example:

Hold Harmless Letter Due Diligence

"I need a Hold Harmless Letter Due Diligence to protect my company while sharing sensitive financial information with a potential investor during their review of our manufacturing facilities, with special attention to protecting our intellectual property rights and manufacturing processes."

Document background
A Hold Harmless Letter Due Diligence is commonly used in England and Wales during corporate transactions, mergers, acquisitions, or investments where detailed company information needs to be shared. This document serves to protect the information provider from potential claims arising from the shared information while facilitating necessary disclosure for business purposes. It sets out the scope of protection, confidentiality obligations, and any specific limitations or exclusions applicable to the indemnification.
Suggested Sections

1. Sender and Recipient Details: Full legal names and addresses of both parties providing and receiving the hold harmless letter

2. Purpose Statement: Clear statement of the due diligence context and purpose of the hold harmless letter

3. Scope of Information: Description of information being provided/reviewed in the due diligence process

4. Hold Harmless Statement: Specific indemnification provisions and liability limitations regarding the information provided

5. Confidentiality Provisions: Terms regarding use and protection of disclosed information during and after due diligence

6. Signature Block: Execution provisions and date of the hold harmless letter

Optional Sections

1. Time Limitations: Optional section specifying timeframes for the hold harmless provision when protection is not intended to be perpetual

2. Specific Exclusions: Optional section listing specific matters excluded from the hold harmless protection when certain risks need to be carved out

3. Jurisdiction Clause: Optional section specifying jurisdiction requirements, particularly relevant in cross-border situations

4. Governing Law: Optional section explicitly stating the governing law when dealing with cross-border transactions

Suggested Schedules

1. Schedule of Information: Detailed list of documents and information covered by the hold harmless letter

2. Schedule of Parties: List of additional parties covered by the hold harmless provisions, if applicable

3. Schedule of Specific Limitations: Detailed breakdown of specific limitations or carve-outs from the hold harmless provisions

4. Schedule of Authorized Recipients: List of individuals or entities authorized to receive and review the due diligence information

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

Contracts (Rights of Third Parties) Act 1999: Governs how third parties may enforce terms of a contract and is crucial for understanding the scope of the hold harmless provisions

Unfair Contract Terms Act 1977: Regulates unfair terms in contracts and limits the extent to which liability can be excluded or restricted

Companies Act 2006: Sets out disclosure requirements and corporate obligations relevant to due diligence processes

Data Protection Act 2018 and UK GDPR: Governs the handling and protection of personal and sensitive data during due diligence investigations

Financial Services and Markets Act 2000: Relevant when the due diligence involves financial services or regulated activities

Professional Negligence Law: Common law principles governing professional liability and standard of care in due diligence activities

Misrepresentation Act 1967: Deals with false or misleading statements made during the due diligence process

Civil Evidence Act 1995: Governs the admissibility of evidence in civil proceedings, relevant for potential disputes

Civil Procedure Rules: Procedural rules governing civil litigation in England and Wales, important for enforcement and disputes

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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