Memorandum: Review of Representations and Warranties in a M&A Transaction | Practical Law
A form of memorandum for in-house counsel to instruct members of the board of directors or officers or other managers of the target company on how to review representations and warranties in a purchase or merger agreement for a public or private M&A transaction. The memorandum generally explains the purpose of representations and warranties, how representations are commonly qualified, how the disclosure schedules work together with the purchase or merger agreement, and the impact of representations and warranties on a transaction.