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Steve Lukas on Fear the Representations and Warranties

Exits Strategies Workshop

The Exit Strategies Workshop 2012
Steve Lukas on Fear the Representations and Warranties

by Basil Peters on July 9, 2013 · 0 comments

In the twelfth presentation at the Exit Strategies Workshop 2012, Steve Lukas describes why you should fear the Representations and Warranties.

Highlights of Part 12 – Fear the Representations and Warranties:

  • What is a representation and warranty?
  • What is a covenant? What is a condition?
  • Disclosure, Insurance and Risk allocation
  • Make representations true!
  • Schedule exceptions – i.e., “Except as set out in Schedule “X”
  • Qualify representations – i.e., “to my knowledge”
  • Representation from Purchaser that it knows of no breach
  • Limit financial exposure to purchase price or lower (and only your portion?)
  • Actual knowledge, After inquiry

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