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Due Diligence Engagement Letter
"I need a Due Diligence Engagement Letter for my law firm to conduct comprehensive due diligence on a Nigerian manufacturing company as part of a potential acquisition by our client, a multinational corporation, with the engagement to commence in March 2025."
1. Letter Header: Including date, reference number, and addressee details
2. Introduction: Identifying the parties and the purpose of the engagement
3. Scope of Services: Detailed description of the due diligence services to be provided, including areas to be covered and depth of investigation
4. Timeline and Deliverables: Expected duration of the engagement and format/nature of final deliverables
5. Fees and Payment Terms: Professional fees, payment schedule, and any additional costs or expenses
6. Confidentiality Obligations: Commitments regarding the handling of sensitive information
7. Team and Resources: Key personnel involved and their roles in the due diligence process
8. Client Responsibilities: Expected cooperation, information access, and support required from the client
9. Limitation of Liability: Extent and limitations of the service provider's liability
10. Governing Law: Confirmation that Nigerian law governs the engagement
11. Signature Block: Space for both parties to execute the letter
1. Conflicts of Interest: Required when there are potential conflicts that need to be disclosed and addressed
2. Third-Party Access: Needed when other parties (like potential investors or lenders) will need access to the due diligence findings
3. Data Protection Provisions: Required when the due diligence involves processing personal data under NDPR
4. Anti-Money Laundering Compliance: Necessary when the scope includes financial due diligence or ownership verification
5. Termination Provisions: Important for longer engagements where early termination might be necessary
6. Insurance Coverage: Required when specific professional indemnity insurance needs to be maintained
7. Force Majeure: Useful when the engagement might be affected by external circumstances beyond parties' control
1. Scope Schedule: Detailed breakdown of areas to be covered in the due diligence investigation
2. Fee Schedule: Detailed breakdown of fees, expenses, and payment milestones
3. Team Structure: Organizational chart and CVs of key team members
4. Document Request List: Initial list of documents and information required for the due diligence
5. Timeline Schedule: Detailed project timeline with key milestones and deadlines
6. Report Template: Sample format or structure of the due diligence report to be delivered
7. Compliance Checklist: List of regulatory requirements and compliance items to be verified
Authors
Business Day
Confidential Information
Client
Data Protection Laws
Deliverables
Due Diligence Exercise
Due Diligence Period
Due Diligence Report
Engagement
Engagement Letter
Fees
Force Majeure Event
Intellectual Property Rights
Material Adverse Change
Professional Team
Project
Representatives
Scope of Services
Target
Target Business
Target Company
Transaction
Working Papers
CAMA
NDPR
Applicable Laws
Permitted Purpose
Professional Standards
Review Period
Services
Term
Third Party
Work Product
Engagement Terms
Fees and Expenses
Payment Terms
Confidentiality
Data Protection
Intellectual Property
Professional Team
Client Obligations
Access Rights
Deliverables
Timeline
Representations and Warranties
Limitation of Liability
Indemnification
Force Majeure
Term and Termination
Governing Law
Dispute Resolution
Assignment
Notices
Entire Agreement
Amendment
Severability
Anti-Money Laundering
Conflicts of Interest
Insurance
Third Party Rights
Counterparts
Electronic Execution
Legal Services
Financial Services
Professional Services
Banking
Manufacturing
Real Estate
Oil and Gas
Technology
Healthcare
Telecommunications
Mining
Agriculture
Infrastructure
Energy
Retail
Legal
Compliance
Risk Management
Corporate Finance
Mergers and Acquisitions
Investment
Due Diligence
Project Management
Business Development
Corporate Secretariat
Finance
Managing Partner
Legal Director
Chief Legal Officer
Corporate Lawyer
Due Diligence Manager
Transaction Advisory Partner
Compliance Officer
Risk Manager
Investment Director
Corporate Finance Manager
Chief Financial Officer
General Counsel
Business Development Director
Project Manager
Senior Associate
Investment Analyst
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