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Current Trends in Indemnification Provisions in Acquisition Agreements  

Author:  Jennifer Wisinski.; Rachael Apfel.

Source: Volume 53, Number 07, April 1 2020 , pp.81-87(7)

Review of Securities & Commodities Regulation

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The growing use of representation and warranty insurance (“RWI”) has led to significant changes in the negotiation and drafting of indemnification provisions in purchase agreements. The authors discuss the current insurance market, the significance of such insurance for negotiations, and its effect on specific indemnification provisions. They close with a note on protecting the attorney-client privilege in acquisitions and a “big question” about the future.

Keywords: Representation and Warranty Insurance (“RWI”); Tower of Coverage; Indemnification Provisions; Materiality Scrapes; Line-Item Indemnities; Retention of Attorney-Client Privilege

Affiliations:  1: Haynes and Boone, LLP; 2: Haynes and Boone, LLP.

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