Category: Purchase Agreement
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M&A Trends – Survival Periods and No-Recourse Terms
In the high-stakes arena of M&A, the survival period—the window during which a buyer can bring claims for breaches of representations and warranties—is a primary lever for risk allocation. The 2025 ABA Deal Points Study reveals a market increasingly defined by a binary choice: traditional indemnification or the “public-style” no-survival model. The Decline of Express…
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Insights into the 2025 Deal Points Study: Navigating Baskets and the Ubiquity of Materiality Scrapes
Risk allocation in mergers & acquisitions (M&A) isn’t just about how long a buyer has to make a claim, but how much loss must occur before a claim is valid. The 2025 ABA Study provides critical data on “baskets”—the minimum loss threshold—and the “materiality scrape,” a provision that significantly lowers the buyer’s burden of proof.…