Frequency/market practice: The buyer often starts negotiations by asking for a cap of 100% of the purchase price, but the seller tends to negotiate to decrease the percentage and a common ground is generally reached (taking account of the due diligence findings and potential exposure provided by the auditors). Some obligations, such as noncompete, may have a higher cap, depending on the size of the deal. Lower caps may be negotiated. In infrastructure projects, the cap is usually between 10-20% of the purchase price.
Frequency/market practice: Usually, the cap applies to all obligations of the agreement, except for certain obligations that may be excluded, depending on the amount of the deal, e.g., noncompete or confidentiality obligations.
Frequency/market practice: This depends on the size of the deal and noncompete/non-disclosure provisions, breach of fundamental reps and warranties, and breach of compliance law.
Frequency/market practice: Both are common; it varies from case to case.
Frequency/market practice: It usually survives for five years, in line with the statute of limitation for tax (which is usually increased to six years) and labor liabilities. However, a reduced period is sometimes seen.