Disclosure schedules

Definition

The seller's exceptions to the representations they just made.

Why It Matters

They are where the real business hides behind the clean language of the representations, so reading them line by line is diligence rather than paperwork review. A representation that the business has no disputes means nothing once a schedule lists four, and the schedule is what actually survives into any later claim. Treat a thin or evasive one as a finding in itself: a seller who cannot describe their own exceptions has either not looked or would rather you did not.

In numbers: The reps say no litigation and no liens except as disclosed; the schedules are the except: a $40k customer dispute, the equipment lien, the handshake deal with the neighbor, each narrowing a promise.