Knowledge Definition Clause


Summary

This Knowledge definition clause may be used to qualify representations and warranties in an acquisition agreement. This clause includes practical guidance and drafting notes. Click here to see recent examples of Knowledge definitions in Market Standards, the searchable database of publicly filed M&A deals from Practical Guidance that enables users to search, compare, and analyze its comprehensive database of transactions using over 150 detailed deal points to filter search results. In a purchase agreement relating to an M&A transaction, the seller will make numerous representations regarding the business or assets being sold. The form and substance of those representations will be the subject of negotiation for a number of reasons. First, the representations are the buyer's main source of comfort regarding the business or assets it is purchasing. Second, representations often serve to allocate risk of uncertainties between the buyer and the seller. From the seller's perspective, ...