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Representations and Warranties Today's Popular Updates Buyers

Goulston & Storrs PC

What's Market: No Undisclosed Liabilities Representations

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In M&A transactions, unknown target liabilities are typically addressed in different ways throughout the M&A purchase agreement. A no undisclosed liabilities representation is one of the principal representations in an M&A...more

Goulston & Storrs PC

What's Market: Compliance With Laws Representations

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In M&A transactions, the definitive purchase agreement (whether asset purchase agreement, stock purchase agreement, or merger agreement) typically contains representations, warranties, and covenants, along with related...more

DarrowEverett LLP

Allocating Risk in Real Estate Sales: Representations and Warranties

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Although a majority of buyers in real estate transactions rely on their own inspections of property, most real estate purchase and sale agreements contain some seller representations and warranties regarding key factual...more

DarrowEverett LLP

Amid Corporate Transparency Act, You Gotta Represent In Transactions

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By now, many of you may have heard of the Corporate Transparency Act (“CTA”) and how it may increase compliance costs for many of your businesses in 2024. In brief, beginning January 1, 2024, the CTA will require foreign...more

Wilson Sonsini Goodrich & Rosati

Delaware Court of Chancery Declines to Find a Material Adverse Effect and Orders Specific Performance of a Merger

On December 18, 2019, the Delaware Court of Chancery issued a 119-page post-trial memorandum opinion 1) rejecting a buyer's argument that the target company had breached representations and warranties in the parties' merger...more

Kilpatrick

5 Key Takeaways: IP Considerations in M&A Transactions

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Mergers and acquisitions (M&A) in the digital era increasingly involve a number of significant intellectual property (“IP”) issues. It is critical to a successful M&A transaction for in-house counsel to involve experienced IP...more

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