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: Very common; materiality qualifiers are commonly seen but often not quantified (other than specific warranties, e.g., contract value).

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

Frequency/market practice: Knowledge qualifiers depend upon the outcome of negotiations between the parties as to risk-sharing, and are often limited to the actual knowledge of certain individuals, subject to obligations of due enquiry of certain specified members of senior management.

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

Frequency/market practice: No

Is disclosure of the data room common?

Frequency/market practice: Very common, but often up to an agreed date prior to signing of the purchase agreement.