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Can a Buyer Hold a Seller’s Owner Accountable for M&A Behavior?

Exploring a legal case where a business owner’s personal behavior led to personal liability in an M&A transaction. Learn how a seller’s owner can be held accountable for their actions even when not directly named in the agreement. February 28,

Posted in alter ego, breach of contract, breach of representations and warranties, representations and warranties Tagged with: , , , , , , , , ,

No Seller Responsibility for Pre-Closing Product Recall in M&A Deal

Explore a legal analysis of a significant M&A case where a buyer’s claim for indemnification in a product recall dispute was examined by the Delaware Court of Chancery. Gain insights into the court’s verdict and learn how such disputes can

Posted in breach of representations and warranties, financial representation and warranty, indemnification, indemnification for pre-closing product loss, MAE rep, No Undisclosed Liabilities, representations and warranties Tagged with: , , , , , , , , , ,

Buyer Stops Post Closing Payments Because of Seller’s Prior APA Breach

Introduction A buyer of a company often discovers after the closing that he or she overpaid for the business. And many times, it is because the target company did not match up to seller’s purchase agreement representations and warranties. In

Posted in asset purchase agreement, breach of representations and warranties, material rep and warranty breach, prior-material-breach doctrine, Withholding Post-closing payments Tagged with:

Buyer’s Rights Upheld: How Written Agreements Matter in M&A

Explore a real-life M&A case highlighting the importance of clear agreements. Learn how a buyer’s rights were protected through written agreements. Dive into the world of mergers and acquisitions with this legal blog. M&A Stories April 15, 2019 In the

Posted in asset purchase agreement, boilerplate provisions, breach of representations and warranties, breach of seller's covenants, deferred closing, representations and warranties, seller's covenants, waiver provision Tagged with: , , , , , , , , , ,

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