The use of Representations and Warranties Insurance (RWI) impacts transaction terms in a number of ways. On some issues, the deal parties tend to push additional risks to the insurer by agreeing to buyer-favorable deal terms with higher frequency. Others seem to be directed at minimizing or eliminating any residual risk sellers may have independent of the RWI policy.

This information sheet summarizes some of those differences and takes a closer look at the effects of RWI on certain deal terms presented in the 2022 SRS Acquiom M&A Deal Terms Study.

Topics for this summary include:

  • 10b-5/Full Disclosure Seller Representations
  • No Other Reps/Non-Reliance Clauses
  • Purchase Price Adjustment Escrows
  • No Survival
  • Materiality Scrapes
  • Baskets
  • Escrow Sizes

Download the information sheet below.

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