Seller Protect


Seller Protect is an innovative insurance policy designed specifically to protect sellers of small
businesses from the risks they face during an M&A transaction.

The policy insures sellers for loss payable to the buyer as a result of an innocent breach of a seller
representation or warranty, providing cover up to 100% of the seller’s indemnity plus defense costs.

Coverage Highlights

Seller protect

As a customer of you are automatically eligible for aspecialized insurance policy called seller protect. Seller protect covers you in the event the buyer brings a claim against you for an innocent breach of the representations or warranties contained in the acquisition agreement.

Streamlined underwriting

This policy had been underwritten based on the information already provided to You don’t need to provide any additional information to be eligible for the policy – all you need to do is ‘opt in’ and when your deal concludes, you will be sent your policy documentation

Duty to defend

The insurer has a duty to defend you against a buyer’s claim for a breach of the representations or warranties, giving you the benefit of sophisticated legal counsel and representation.

Buyer Benefits

Buyers also stand to benefit from seller protect as a loss payee. This means that if a claim is settled, proceeds will be paid directly to the buyer.

Policy details

  • Limit – The seller’s full indemnity under the acquisition agreement
  • Deductible – Nil
  • Premium – The premium applicable taxes and fees are funded by you, separately and in addition to the fees payable to
  • Policy period – 18 months

What's not covered

Any issue known to you, which leads to a breach of representations, which should have been disclosed to the buyer. This includes fraud or negligent misrepresentation.

Frequently asked questions

Rubicon is acting as a surplus lines insurance broker in relation to your policy. A surplus lines insurance broker is needed to facilitate the placement of insurance policies with surplus lines insurance carriers. Aura Risk Management & Insurance Services, LLC (FEIN: 85-3835733; Regulatory license number: 6003436; Registered Office Address: 5595 DeSoto Avenue, Suite 250, Woodland Hills, CA 91367, USA) trading as Rubicon M&A Insurance Services, LLC (“Rubicon”)

If you elect to take up the seller protect insurance policy, you are liable to pay the premium when your deal closes. In practice, will bill you for the premium, taxes & fees as part of their invoicing process for the Acquire success fee payable upon closing. Alternatively, for some policyholders, a premium payment link will be sent to you by Rubicon (see question 1, above) after closing. Only the payment mechanism that is correct for you will be identified – whether you are to be billed via the invoicing process, or separately via email.

If you elect to take up the seller protect insurance policy, you are liable to pay the premium. If you don’t pay within thirty (30) days of closing, for any reason, your policy will be cancelled from the applicable start date in the policy (known as inception), with no cover given.

Once you have opted in to purchase the insurance policy, when your deal closes you will be provided with your policy documentation automatically. Documents will be sent to the email address you provided to The start date for your insurance policy is the same as the closing date.

You will be covered for claims made within the 18 months following the closing date, subject to the policy terms & conditions. Your policy will lapse after 18 months following closing date, meaning you will no longer be able to claim under the policy after that date unless you arrange to extend your policy via Rubicon, who will discuss with the insurer and confirm if possible.

Instructions on how to make a claim are contained in Condition 1 within the policy wording, which will be provided to you when you receive your policy documentation. Within the policy documentation it is described that first notification of a claim should be reported to the claims managers stated on the declarations page of the policy wording

No. Simply make the correct selection during the insurance stage of the sign-up process and you will not receive an insurance policy.