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M&A Purchase Agreements 101: Understanding Key Terms From Buyer’s and Seller’s Perspective

A live 60-minute premium CLE video webinar with interactive Q&A


Wednesday, October 8, 2025

1:00pm-2:00pm EDT, 10:00am-11:00am PDT

Early Registration Discount Deadline, Friday, September 12, 2025

or call 1-800-926-7926

This CLE webinar will provide new attorneys with a section-by-section analysis of the common terms and conditions found in most M&A purchase agreements. The panel will discuss the key differences between an asset purchase agreement and a stock purchase agreement, the general structure of a purchase agreement, and drafting strategies when you represent the buyer or seller.

Description

Counsel for buyers and sellers negotiating and structuring a merger or acquisition must strategically draft and negotiate the purchase agreement to ensure their clients' respective rights are protected before and after the deal closes.

Purchase agreements vary in length and complexity depending on the deal, but there are terms and provisions that are common to most transactions. Counsel should have a thorough understanding of these terms and how they might vary depending on the transaction.

Critical points of negotiation may include representations and warranties, closing conditions and post-closing requirements, and indemnities in the event of a breach. The goal of both the buyer and seller should be to minimize the likelihood of disputes down the road.

Listen as our expert panel provides an overview of the sections of an M&A purchase agreement and explains what the terms mean, how they work, and what happens if either party fails to meet the terms of the agreement. The panel will also provide tips for drafting and negotiating various terms depending on whether your client is the buyer or seller.

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Outline

  1. Introduction: M&A purchase agreements—major sections and legal structure
  2. Key provisions in stock purchase agreements
  3. Key provisions in asset purchase agreements
  4. Representations and warranty insurance
  5. Negotiating and drafting tips from the perspective of the buyer and seller
  6. Anticipating and avoiding common drafting and enforcement issues
  7. Practitioner pointers

Benefits

The panel will review these and other key issues:

  • What are some issues unique to asset purchase acquisitions and stock purchase acquisitions that deal counsel should take into consideration when negotiating purchase agreements?
  • What are the key provisions to include and pitfalls to avoid when drafting an asset or stock purchase agreement?
  • What is the role of representations and warranty insurance, and how can it affect the terms of the purchase agreement?
  • What are the most commonly disputed issues in purchase agreement negotiations, and what are some effective drafting strategies for resolving them?

Faculty

Marco, Emily
Emily M. Marco

Attorney
Skadden, Arps, Slate, Meagher & Flom

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Attend on October 8

Early Discount (through 09/12/25)

Cannot Attend October 8?

Early Discount (through 09/12/25)

You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.

To find out which recorded format will provide the best CLE option, select your state:

CLE On-Demand Video