Representations and warranties | Switzerland | Global Private M&A Guide - Limited External Content

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, but often not quantified (other than specific representations and warranties, e.g., contract value).

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

Frequency/market practice: Knowledge qualifiers depend on risk-sharing in the deal, often qualified to best knowledge after due enquiry of a specified list of members of senior management.

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

Frequency/market practice: Rarely

Is disclosure of the data room common?

Frequency/market practice: Very common; typically fair disclosure is standard.

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