Lockton vs Usi: Representations and Warranties Insurance

Lockton places RWI through former M&A lawyers and cites hundreds of millions of dollars of settled RWI claims; USI Insurance Services reviews the offering memorandum and purchase agreement and keeps a local service team after close.

Kearny Risk organizes these comparisons for firms whose advice, content or technology creates professional exposures.Research updated 2026-09-25

Areas of coverage

Lockton

  • role: Lockton's RWI Practice is staffed with former M&A lawyers and transaction advisors who Lockton says use a Partner/Associate model on every deal to provide 24/7 coverage; Lockton places RWI policies rather than underwriting them. RWI product page as read 2026-09-23.company-reportedSource ↗
  • coverage: Lockton describes RWI as a policy used to replace or bolster a seller indemnity or escrow in an M&A transaction, under which an insurer indemnifies the buyer for losses from an unknown breach of a representation or warranty in the deal agreement. RWI product page as read 2026-09-23. General description of how the product functions, not a specimen policy.company-reportedSource ↗
  • eligibility: Lockton frames RWI benefits separately for sellers (faster access to sale proceeds, reduced post-closing exposure, avoiding a guarantee) and buyers (broader protection, faster negotiation, avoiding conflicts in deals with meaningful seller participation), meaning both sides of an M&A transaction are the intended buyers of the product. RWI product page as read 2026-09-23.company-reportedSource ↗
  • claims: Lockton says it provides dedicated transaction liability claims experts after a policy is bound, and cites having helped clients settle hundreds of millions of dollars of RWI claims to date. RWI product page as read 2026-09-23. Aggregate claims-settlement figure is company-reported and not independently verified.company-reportedSource ↗
  • insurer: The RWI page does not name the insurers underwriting the representations and warranties policies Lockton places. RWI page checked 2026-09-23.not-disclosedSource ↗

USI Insurance Services

  • role: USI brokers representations and warranties (R&W) insurance as part of its Private Equity practice's deal-support services; it does not underwrite the policy itself. Private Equity practice page.company-reportedSource ↗
  • insurer: The Private Equity page does not name the insurer USI uses for R&W placements. Page as read on 2026-09-23.not-disclosedSource ↗
  • eligibility: USI markets this practice to private equity buyers and sellers working with financial or strategic buyers throughout a merger or acquisition process, not to a general commercial buyer outside a deal context. Company description of the practice's audience.company-reportedSource ↗
  • coverage: USI lists "Representations and Warranties Insurance Solutions for Uninsured Risk" among its Private Equity practice's offerings, in the context of reviewing the offering memorandum and purchase-and-sale agreement to identify pre-closing liabilities. Single catalogue line on the practice page; actual insuring agreements, exclusions and the underwriting review process are set by the R&W insurer and the deal's own diligence.company-reportedSource ↗
  • limits: The page does not publish limit or retention figures for R&W placements. Page as read on 2026-09-23.not-disclosedSource ↗
  • services: USI says it reviews the offering memorandum and purchase-and-sale agreement to flag red flags, helps define pre-closing liabilities, and maintains a local service team overseeing the target company's insurance and benefits programs after close, alongside benchmarking and total-cost-of-risk analysis. Company description of the deal-support process; R&W insurance is one of several services listed alongside these.company-reportedSource ↗
  • application: USI directs private equity and M&A inquiries to pcinquiries@usi.com or a local USI office. Contact instructions on the Private Equity practice page.company-reportedSource ↗

What Are the Key Differences Between Lockton and USI Insurance Services Representations and Warranties Insurance?

Dedicated R&W Lawyers vs One Offering in a PE Practice

Both are brokers and neither names the insurer. Lockton runs a dedicated R&W practice staffed by former M&A lawyers and transaction advisors on a partner/associate model with 24/7 coverage. USI lists R&W solutions for uninsured risk among several private equity offerings, with no dedicated R&W staffing described. Choose Lockton if the deal is complex or contested and you want R&W specialists negotiating wording and claims; choose USI if you are a PE firm that wants R&W alongside document review and ongoing insurance service for the portfolio company. [4] [5]

Escrow Replacement vs Pre-Closing Document Review

Lockton describes R&W as a way to replace or bolster a seller’s indemnity or escrow, with separate benefit lists for sellers and buyers. USI ties R&W to reviewing the offering memorandum and purchase agreement to spot pre-closing liabilities, for PE buyers and sellers working with financial or strategic buyers. [4] [5]

Claims Recovery vs Post-Close Servicing

Lockton says its transaction-liability claims experts stay involved after you buy and have helped clients settle hundreds of millions of dollars of R&W claims. USI keeps a local team servicing the acquired company’s insurance and benefits after close, with benchmarking and total-cost-of-risk analysis, reachable through a private-equity inquiry address or local office. If you expect to claim, Lockton has the stronger stated record. [4] [5]

What Should You Confirm in Lockton and USI Insurance Services Representations and Warranties Insurance Quotes?

  • Ask Lockton how the policy would replace escrow on your deal and who your claims expert will be. [4]
  • Ask USI how its document review feeds the R&W application. [5]
  • Ask USI whether its post-close team handles an R&W claim or only the company’s ongoing insurance. [5]
  • Get the insurer, limit and retention from both. [4] [5]

Lockton runs a dedicated R&W practice of former M&A lawyers, available 24/7, with claims experts who stay on after you buy and say they’ve helped settle hundreds of millions in claims; USI offers R&W within its private equity practice, reviewing deal documents and servicing the acquired company afterward.

Sources reviewed

  1. 01
    Mergers & Acquisitions

    Beazley · Product overview: buyer and seller protection for inaccuracies in representations or warranties · accessed 2026-09-16

  2. 02
    Transaction liability insurance | Representation and indemnities insurance

    CFC · What are representations and warranties?; Who should buy representation and warranty insurance?; Available to buyers & sellers; Limited seller security; Is transaction liability insurance available to sellers · accessed 2026-09-16

  3. 03
    Transactional Risk Insurance

    Coverdash · Transactional risk insurance; representations and warranties coverage; buy-side policies; tax and contingent liability products · accessed 2026-09-16

  4. 04
    Representations & Warranties Insurance | Lockton USA

    Lockton · The Certain Solution for Transactional Risk; Why clients consider RWI versus traditional indemnity; Seller/Buyer benefits; Claims · accessed 2026-09-23

  5. 05
    Private Equity

    USI Insurance Services · Optimizing Risk from Letter of Intent to Exit; As part of our thorough insurance due diligence, we carefully review the offering memorandum and the purchase-and-sale agreement...; USI's Private Equity Practice offers comprehensive solutions and services, including:...Representations and Warranties Insurance Solutions for Uninsured Risk... · accessed 2026-09-23

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