Litigation, IP, material contracts, regulatory consents. Owns warranties and the disclosure letter.

• V.1

  Obtain schedule of all current and threatened litigation; quantify exposures.

  Severity A
• V.2

  Review correspondence on any pending dispute > £25 000.

  Severity B
• V.3

  Confirm registered IP: trade marks, patents, design rights, registered domain names.[UK IPO]

  Severity B
• V.4

  Confirm assignment of IP from founders, contractors and former employees.

  Severity A
• V.5

  Review licence-in and licence-out agreements for material IP.

  Severity B
• V.6

  Identify any open-source software dependencies and licence compatibility.

  Severity B
• V.7

  Sample top-20 material contracts for change-of-control, termination and indemnity.

  Severity A
• V.8

  Review any guarantees, indemnities and parent-company guarantees granted by the target.

  Severity B
• V.9

  Confirm any restrictive covenants (non-compete, non-solicit) binding key personnel.

  Severity B
• V.10

  Obtain any settlement agreements within the last six years.

  Severity C
• V.11

  Review any group-policy compliance file (whistleblowing, code of conduct).

  Severity C
• V.12

  Identify any director or officer disqualification, censure or fitness-and-propriety issue.

  Severity A
• V.13

  Confirm regulatory licences and any consent required on change of control.

  Severity A
• V.14

  Review franchise, agency or distribution arrangements and termination economics.

  Severity B
• V.15

  Confirm trading-name registrations and any brand-licence reciprocity.

  Severity C
• V.16

  Identify any contractual obligation triggered by the transaction (anti-assignment, MAC).

  Severity A
• V.17

  Review terms of business / customer T&Cs for liability caps and warranty exposure.

  Severity B
• V.18

  Confirm any unionised workforce, recognition agreements and collective grievances.

  Severity B