Transactional Risks


Our role is to make your deal happen now – and to protect your interests in the future

Warranty and indemnity insurance benefits both sellers and buyers in corporate transactions. A policy indemnifies a party for financial losses that could arise out of  a breach of warranty or indemnity in the purchase agreement. Sellers use it to limit their ongoing liabilities and prevent sale proceeds being held up in escrows, allowing them to exit deals cleanly. Buyers use it to make their bids more attractive to sellers and to protect the value of their investment once deals are done.

We work for buyers and sellers in corporate transactions, as well as for the firms that advise them. Our job is to make sure the parties in a transaction get the insurance coverage they need, first to make their deal happen, then to protect their interests in the future.

We can put together back-to-back cover for warranty liabilities given in the purchase agreement transferring the risks to the insurer. The insurer will either cover the buyer (a buyer-side policy) or agree to indemnify the seller (a seller-side policy). Our team also structure insurance solutions to cover known risks identified in due diligence including tax, legal and pension contingencies.

We’ll use our experience, influence and relationships with insurers to get you the best possible coverage. We’ll also:

  • scrutinise your deal to understand it inside out and help you get a better understanding of the risks you face
  • help you structure your agreement so it gets over the finish line and suggest changes to the structure or the wording to make it more acceptable
  • think creatively about how to plug gaps in coverage, identify difficult risks and help you access other markets if you need
  • look past the deal itself to help you understand your on-going operational risks and consider the full spectrum of your corporate risk
  • help you cover known liabilities and put contingent risk insurance in place

Transactional Risks Market Update 2021

Click to download (1.85 MB)




We do more than just identify risks and help you insure them. We work alongside you to make your deal happen the way you want.


Our services

  • W&I insurance
  • Tax insurance
  • Contingent insurance
  • Due diligence



Our team

We're a specialist global team with a flat structure. Our experienced team based in New York and London is made up of corporate lawyers, underwriters and brokers, which means we're able to understand the dynamics of your deal inside out.

Europe contacts

Giovanni Colistra

Case study

Resurrecting a collapsed deal

When negotiations between a property fund and an insolvent company collapsed because of a large potential tax liability, we found a way to resurrect the deal.

We discovered the company’s bank might be prepared to contribute towards the buyer’s liability. We told our client that if the bank’s contribution reached a certain limit, the rest of the liability would be insurable. Three insurers had rejected our client before we became involved – now the same three competed for their business.



Can we do this for you?

Broking done differently

We're more than an insurance broker
- we're independent specialist risk consultants

  • Find the right fit
    We will always ensure to understand your financial goals and position and use our know-how to create a strategy that fits your objectives.
  • Predict impacts on your business
    We combine detailed modelling and financial analytics to show you the effect of an insurance programme on your business and the risks you face.
  • Fight for you
    We are not afraid to challenge insurers to achieve the best result for you.
  • Stay up to date
    We keep up with developments in your industry, to make sure we understand your business.
  • Keep costs low
    We help risk financing come up with lowest cost or most suitable programme.
  • Global Expertise
    Lockton, Inc. is the world's largest privately held insurance brokerage firm.