This section of the purchase agreement contains statements of fact and assurances made by the Buyer that must be true and correct as of the closing date. In an aggre...

***PDF available for download at the bottom of the post.*** This section of the stock purchase agreement contains statements of fact and assurances made by the Selle...

An indemnity is simply protection against loss. Indemnification protects a party from losses due to broken “promises” (i.e., breaches of representations and war...

In contrast to representations and warranties, a covenant is a promise to take an action (or refrain from taking an action) that must be true for the period of tim...

Whether you are aware of it or not, you have likely entered into a transaction where representations and warranties were made. This weekend, for example, I purchase...