Representations and Warranties Insurance in M&A Transactions¶
Griffith, S. J. (2017). Representations and Warranties Insurance in M&A Transactions. Harvard Law School Forum on Corporate Governance.
Cited by¶
1 citation across 1 artifact.
Each citation links to the sentence it supports in the citing article.
Primes¶
- Inherited-Substrate Risk
- Law and regulation: jurisdictions that copy statutes inherit the loopholes, ambiguities, and interpretive assumptions of the source, importing the source's exception-handling expectations without its enforcement context. Mergers and acquisitions: the acquirer inherits litigation, regulatory exposure, cultural debt, pension liabilities, and environmental-remediation obligations; due diligence is structurally an inherited-substrate-risk audit, and reps-and-warranties insurance exists because the channel is wider than diligence surfaces.
This sourceExplains that even rigorous due diligence leaves unknown liabilities and that reps-and-warranties insurance exists to shift the risk of breaches diligence does not surface — i.e., due diligence functions as an inherited-liability audit whose channel is wider than diligence reaches.
- Law and regulation: jurisdictions that copy statutes inherit the loopholes, ambiguities, and interpretive assumptions of the source, importing the source's exception-handling expectations without its enforcement context. Mergers and acquisitions: the acquirer inherits litigation, regulatory exposure, cultural debt, pension liabilities, and environmental-remediation obligations; due diligence is structurally an inherited-substrate-risk audit, and reps-and-warranties insurance exists because the channel is wider than diligence surfaces.
Verification¶
This reference passed the adversarial substantiation pipeline: it was checked to exist and to support the claim it is attached to. See how references were verified.
Registry ID ref:ca6344da9797 · see in the full table