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 warranties, e.g., contract value).

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

Frequency/market practice: Knowledge qualifiers depend on the outcome of negotiation between the parties as to risk-sharing in the deal, and are often limited to the actual knowledge, 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: Not at all.

Is disclosure of the data room common?

Frequency/market practice: Very common.