M&A Agreements: Limitations on Contractual and Extra-Contractual Liabilities
Crafting Exclusive Remedy, Extra-Contractual Representation Waiver, and Other Risk Mitigation Provisions
Recording of a 90-minute CLE webinar with Q&A
This CLE webinar will prepare M&A deal counsel to draft contracts to protect sellers from post-closing liability. The panel will discuss how courts have analyzed different limitation of liability provisions and how they affect buyers and sellers.
- Sources of extra-contractual liability
- Protecting parties through auction and negotiation process
- Protecting parties through exclusive remedy and extra-contractual representation waiver provisions
- Lessons from recent case law
The panel will review these and other critical questions:
- What are best practice strategies for limiting contractual and extra-contractual liabilities when drafting M&A agreements?
- How have the courts analyzed exclusive remedy and extra-contractual representation and waiver provisions in M&A contracts?
- How can parties achieve protection from extra-contractual liabilities during the negotiation process?
Mario Perez Dolan
Mr. Dolan focuses on corporate and securities law. He represents both public and private companies in a broad array of... | Read More
Mr. Dolan focuses on corporate and securities law. He represents both public and private companies in a broad array of corporate matters, including mergers and acquisitions, joint ventures, corporate governance, securities matters, financing transactions, and general corporate matters. In the mergers and acquisitions portion of his practice, he has represented both purchasers and sellers in negotiated transactions in a variety of industries. He also has extensive experience in counseling clients with respect to joint ventures and other formation and corporate governance matters. He also advises clients on securities matters including fund formation, private offerings, and venture capital financings.Close
Derek D. Dundas
Mr. Dundas concentrates his practice on M&As, general corporate and securities matters, and capital markets. He... | Read More
Mr. Dundas concentrates his practice on M&As, general corporate and securities matters, and capital markets. He represents public and private companies in a variety of industries, including technology, financial services, automotive, manufacturing and travel and leisure. Mr. Dundas regularly counsels clients ranging from emerging growth companies seeking venture capital to large publicly held corporations. He has represented acquirors and target companies in a variety of transactions, including public company mergers, leveraged buyouts and private acquisitions.Close