Legal English – Peter’s Pills – Lesson 64 – Representations and Warranties

Legal English for Notaries - By Federnotizie

Representations and Warranties


It is very common to come across the terms “Representations and Warranties” in contracts, but do you know the difference?

First of all, it is important to note that “Representations and Warranties” are often translated into Italian simply as “Garanzie”, but as you can imagine, in the Common Law mind, there are important differences between the two terms.

Representations are statements (dichiarazioni) of fact made by one party to another during negotiations or in a contract and are very often oral. These statements influence the other party’s decision to enter into an agreement. Representations are expected to be true and accurate at the time they are made.

On the other hand, warranties are promises or assurances made by one party to another regarding the future performance or condition of a product, service, or the overall agreement and are generally written. Warranties provide a level of assurance to the recipient that certain conditions or standards will be met, and they serve as a form of protection against potential risks.

If you come into my shop and I show you a new smartphone and I tell you that it can make voice and video calls, send messages, wake you up in the morning and make you coffee, then my representation may induce you to buy the phone. However, when you sign the contract for the phone and read the fine print, you will notice that the warranties only say that the phone can make calls, send messages, wake you up in the morning and is guaranteed for two years.

So, in summary we can say that representations influencing the decision-making process, while warranties focus on the future, offering assurances about the performance or condition of what is being agreed upon.

Thank you very much, and see you next time for more Peter’s Pills to improve your legal English.


See more about Representations and Warranties here: “M&A Academy Representations and Warranties” (.PDF).

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