O roli due diligence (oraz oświadczeń i zapewnień) w prawie kontraktów
On Significance of Due Diligence (and Warranties and Representations) in Contract Law

Summary/Abstract: The issues concerning legal significance of due diligence audits, as well as of warrantiesand representations made by the parties in the contract (or outside it) constitute– from the point of view of business practictioners – one of the most important questionswith respect to contract law. In spite of it, so far no clear rules regarding these questionshave been developped under Polish law. The paper is an attempt of answering severalmajor questions regarding the said issues, in particular the questions on: legal significanceof incorporating a particular warranty or representation to the contract; consequencesof making (in the contract or outside it, but in connection with conclusion of thecontract) untrue warranties and representations.The said issues are currently subjects of fundamental disputes among Polish lawyersdue to lack of unambiguous legal regulation. The paper includes analysis of theviews that have been presented in the legal literature published so far, as well as in thejurisprudence; the said analysis leads to presenting basic de lege lata and de lege ferendaconclusions in the final part of the paper.

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