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: Fairly common; materiality qualifiers are commonly seen. Quantification by a certain amount is often used (if applicable).

How is knowledge qualified (e.g., specific people, actual/constructive knowledge)?

Frequency/market practice: This entirely depends on the relative bargaining positions (from imputed to actual knowledge).

Is a warranty that there is no materially misleading/omitted information common?

Frequency/market practice: Fairly common; it is still commonly requested by buyers, but often resisted by sellers.

Is disclosure of the data room common?

Frequency/market practice: Fairly common; it is common to include data room documents recorded on a USB drive as an annex to the agreement.