In a stock purchase transaction, the outstanding stock of the target company is transferred directly by its stockholders to the purchaser, with a stock purchase agreement serving as the primary governing...
Recreational cannabis continues to gain in popularity as more states legalize its use. To meet this growing demand, an increasing number of landlords are renting space to cannabis retail businesses. Both...
This practice note explains whether and how drug, medical device, biologics, and other life sciences companies should include ADR mechanisms in their contracts to resolve commercial disputes. Read now...
Do you need to understand when a U.S. employer may have to comply with U.S. labor and employment laws extraterritorially and when a foreign employer with operations in the United States is responsible...
Read this new practice note by Daniel Swanson and Julian Kleinbrodt from Gibson, Dunn & Crutcher to get up to speed on antitrust risks in intellectual property licensing. Leverage legal strategies...
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COVID-19 Measures in Reps and Warranties
In 2021, new variants of the SARS-CoV-2 virus caused resurgences of COVID-19. It is still too soon to fully assess the potential risks and liabilities associated with measures taken (or not taken) by companies and their subsidiaries in response to the pandemic, especially when it comes to employment matters. As a result, many buyers seek fulsome disclosures and pandemic-specific representations and warranties about the target business. Sellers, on the other hand, argue that responses to COVID-19 are sufficiently covered by reps and warranties without adding pandemic-specific references. Explore examples of negotiated reps and warranties that address COVID-19 measures.
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