Privacy and Data Security Representations and Warranties in M&A Agreements
(Pro-Buyer) (Long Form)
Summary
This template is a Privacy and Data Security Representations and Warranties in M&A Agreements drafted from the buyer’s perspective. M&A deals often involve sellers that possess or use personally identifiable information or other types of confidential or sensitive data in the normal course of business. This template includes practical guidance and drafting notes. In M&A deals, buyers typically require that sellers make certain disclosures and provide assurances regarding the lawful collection, processing, sharing, retention, and destruction of this information. This template provides a starting point for drafting privacy and data security representations and warranties for an asset purchase or stock purchase agreement and should be tailored for the specific facts and circumstances of the proposed arrangement. For a more detailed discussion on privacy and data security issues in M&A transactions, see Technology M&A Transactions. This template does not address general IP representations and warranties typically included in an asset purchase or stock purchase agreement. For a more detailed discussion on general IP representations and warranties, see IP Asset Acquisitions — IP Representations & Warranties. For sample general IP representations and warranties clauses, see • IP Representations and Warranties in Asset Purchase Agreements (Pro-Buyer, Long Form) • IP Representations and Warranties in Asset Purchase Agreements (Pro-Seller, Long Form) • IP Representations and Warranties in Stock Purchase Agreements (Pro-Buyer, Long Form) • IP Representations and Warranties in Stock Purchase Agreements (Pro-Seller, Long Form)