M&A lawyers often get stuck negotiating pages and pages of representations and warranties in purchase agreements on behalf of their buyer clients. So let’s say I am stranded on a desert island negotiating with “Wilson,” the volleyball, for the purchase of a coconut water business. Wilson will only give me five representations in our purchase agreement. Which representations should I ask for?
- Title – It is essential that Wilson represent to me that he has good title to the assets of the coconut water business. If we’re negotiating a share purchase, I will need to know that Wilson’s company has