To Disclose or Not to Disclose? That Is the Question

M&A attorneys spend significant time negotiating the parties’ representations and warranties in an acquisition agreement. Disclosure schedules work in tandem with a party’s representations and warranties and play a critical role in the allocation of risk between the parties. Inaccurate or incomplete information in a disclosure schedule could lead to the failure of a closing condition to be met, or to a party walking away or suing for breach. Given the potentially high stakes involved, careful attention must be paid to both crafting and reviewing disclosure schedules. Practical Guidance has you covered!

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Related Content 

• Discolsure Schedules for M&A Transactions
  Utilize this form of disclosure schedules for your client’s disclosure obligations in connection with a transaction, whether you represent the seller or buyer. 
• Key Drafting Considerations for Disclosure Schedules (Chart)
  Understand buyer and seller preferences, as well as compromise positions, when negotiating disclosure schedules.
• Disclosure Schedule Updates Clause (Acquisition Agreement)
  Tailor this clause in your acquisition agreement to address updates to disclosure schedules in the period between signing and closing.

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