Representations and warranties
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Representations and warranties Start Comparison
Materiality in representations — how is it quantified (e.g., by a USD amount)?
Frequency/market practice: Materiality qualifiers are commonly seen but often not quantified (other than for specific warranties, taking into account the de minimis threshold).
How is knowledge qualified (e.g., specific people, actual/constructive knowledge)?
Frequency/market practice: It is often limited to the actual knowledge and due enquiry of a specified list of senior management and people involved in the deal.
Is a warranty that there is no materially misleading/omitted information common?

Frequency/market practice: Rarely in an auction seller's draft; sellers may be willing to consider if there is W&I Insurance. Common for general sale and purchase.

Is disclosure of the data room common?
Frequency/market practice: Very common.