Representations and Warranties Insurance Closing Condition Clause

Summary

This Representations and Warranties Insurance Closing Condition Clause (RWI) is used in transactions that contemplate obtaining a third-party representations and warranties (R&W) insurance policy to protect against breaches of representations in an acquisition. This clause includes practical guidance, drafting notes, and an alternate clause. For analysis of the issues relating to RWI, see practice notes Representations and Warranties Insurance Policies Strategic Uses, Representations and Warranties Insurance Policy Selection, and Representations and Warranties Insurance Drafting and Counseling Considerations. For additional clauses see Representations and Warranties Insurance Covenant Clause and Indemnification Clauses (Representations and Warranties Insurance).