To continue reading this content, please enable JavaScript in your browser settings and refresh this page. Outside of the representations and warranties in a purchase ...

Indemnification is more than a six syllable word that puts you to sleep before you’ve finished saying it. Often overlooked, indemnification creates important, business-ending responsibilities that ...

February 05, 2025 - In the complex landscape of mergers and acquisitions (M&A), cybersecurity and data privacy have become pivotal concerns. Cyber threats can significantly impact the value and ...

In merger and acquisition (“M&A”) transactions, the definitive purchase agreement (whether asset purchase agreement, stock purchase agreement, or merger agreement) typically contains representations ...

Law and Emergency Medicine is a new feature that will be appearing regularly in Common Sense. Articles will focus on legal, regulatory, and political issues that affect emergency physicians. We need ...

Because courts generally presume indemnification applies only to third-party claims, any broader intent must be stated in clear and specific language. Seasoned construction professionals recognize the ...

Michael C. Rakower and Melissa Yang write that in New York, directors and officers sued for actions or inactions taken in connection with their corporate post have another avenue to seek relief from ...

Parties to business acquisitions use indemnification clauses to provide security for harm that may result following the closing of the transaction. Indemnification obligations require one party to ...

Indemnification is used for risk allocation Indemnification may include defense obligation Indemnified party is entitled to reimbursement for covered losses Indemnification can be complex and heavily ...

As reflected in the American Bar Association's Private Target Mergers and Acquisitions Deal Point Studies: Over the time period covered by the eight ABA studies (2005-2019), the inclusion of ...

Plan sponsors should ask for indemnification clauses when they enter into contracts with service providers and retirement plan advisers, experts say. Indemnification clauses are promises by the ...