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What's Market: Use of Knowledge Qualifiers

JD Supra: Mergers

In merger and acquisition (M&A) transactions, the definitive purchase agreement typically contains representations and warranties made by the seller with respect to the target company. Originally Published in Bloomberg Law. By: Goulston & Storrs PC

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What's Market: 10b-5 Representations

JD Supra: Mergers

In M&A transactions, the definitive purchase agreement—e.g., The scope and detail of these representations and warranties are often heavily negotiated and tailored to reflect not only the nature of the target and its business, financial condition, and operations, but also the relative negotiating strength of the buyer.

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What's Market: After Tax Indemnity Limitations

JD Supra: Mergers

In merger and acquisition (“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 indemnification obligations.

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What's Market: Exclusion of Consequential Damages

JD Supra: Mergers

In M&A transactions, the definitive purchase agreement, whether asset purchase agreement, stock purchase agreement, or merger agreement, typically contains representations and warranties and related indemnification covenants. By: Goulston & Storrs PC

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Intro to M&A Representations and Warranties

The M&A Lawyer

The primary transaction agreement in every M&A deal contains representations and warranties, colloquially referred to as “reps and warranties” or simply “reps,” from each party to the other. Why do representations and warranties get so much attention? Reps serve four primary functions. Disclosure. Walk rights.

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Creating an M&A Playbook with ChatGPT as Your Consultant

Midaxo

Introduction This article showcases how ChatGPT can serve as an effective M&A consultant by demonstrating how it can be used to help develop a best practices-based M&A playbook. An M&A playbook is a comprehensive framework that guides an organization’s M&A activities from start to finish.

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Why is Net Working Capital Important in M&A?

Software Equity Group

And there may be intense negotiations concerning this number that could delay the closing or impact how much you ultimately take away from the deal. For that reason, it can pay to learn more about NWC, what it might or might not include, and how an M&A advisor can help you negotiate more favorable terms to maximize your proceeds.

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