Due diligence acknowledgement

One possible benefit down the road is that Seller may then "engage" its professionals to proceed on the clock with negotiation of purchase agreement and ancillary documents, with some comfort level as to Buyer's intent and state of mind at that point. That said, nothing obligates Buyer to proceed. If Buyer later backs out and does so for diligence reasons, Seller could try to assert a claim against Buyer for Seller's expenses incurred after Buyer completed diligence and acknowledged as much (i assume the question was intended to ask if an acknowledgement by "buyer" that it has completed DD is worthwhile), provided that the diligence issue raised by buyer relates to diligence received by Buyer prior to the acknowledgement. Ideally the acknowledgement would also contain some sort of statement that the Buyer is satisfied with what it has learned to date -- which Buyers would be reluctant to do given there's no upside to them in doing so. Most deals don't have such an acknowledgement, to answer your question. And as others have pointed out, diligence doesn't ever actually end. It continues right up through closing.

Agree with many comments above. The buyer has the right to ask about information and updates even beyond the official end of the due diligence period. And at closing there will be a Bring Down Letter or Closing Agreement that states that nothing material has changed since information was provided. However, a time period for due diligence and asking the buyer to say that they have received what they have asked for and they found it satisfactory, is an effort to put a timeline and milestone around it as an item that needs to be completed in the long list of to-do items. It also helps bracket the asymmetry between the buyer's available time to ask questions (many of which are better suited to the transition phase) and the seller's available time to answer questions and create/provide reports as well as attending to running the company.