Repetition of representations and warranties
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Repetition of representations and warranties Start Comparison
Is it common to repeat warranties at closing?
Frequency/market practice: Fairly common, depending on the parties' bargaining power; repetition at completion is sometimes limited to fundamental warranties if the seller has a strong bargaining power.
Is it common to repeat warranties at all times between signing and closing?
Frequency/market practice: Less common than repeating warranties at completion.
Is a bring-down certificate at closing common?

Frequency/market practice: Rarely. Bring-down certificates are not common.

What is the applicable repetition standard, e.g., true in all material respects or Material Adverse Effect?

Frequency/market practice: True and accurate in all material respects is common but often carve out for fundamental representations (e.g., title and capacity), which must be absolutely true. If it is a condition to closing, then it may be tied to MAE.

Is double materiality common (a materiality qualification in bring-down at closing and in representation(s))?

Frequency/market practice: Rarely. Double materiality is usually avoided.