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Every contract between two parties includes representations and warranties. For example, if you decide to go to an auto dealership to buy a car, you would enter this transaction with several representations, such as: The car is actually what the seller represents it to be, in terms of model and make.

Representations and warranties, often referred to as ?reps and warranties,? are the statements of fact you make about your business during an M&A transaction. They serve as assurances to the buyer, providing crucial information about the state of your business and its various aspects.

A warranty is a promise made by one party to the other under the terms of the agreement. Settlement agreements include various employee warranties, such as the return of company property, deletion of confidential information, and a promise that they have not already breached their employment contract.

Company hereby represents and warrants that any Product sold under this Agreement and any replacement Product (a) is free and clear of any liens, security interests, or encumbrances of any nature; (b) has been designed, manufactured, labeled, packaged, stored, exported, and sold by Company in ance with all ...

For example, a seller may represent that the assets of the business are in good repair, that all inventory is salable, that there are no hazardous substances used in the business, that the business has operated in compliance with all laws, or that the seller has the legal capacity to sign the purchase agreement.

?Representation & Warranty Insurance? (?R&W Insurance?) is a type of insurance policy purchased in connection with corporate transactions, and covers the indemnification for certain breaches of the representations and warranties in the transaction agreements.

The reps and warranties clause in a purchase agreement states the facts about the assets, liabilities, operations, and a detailed account of the business in its current form and the historical data about the same.

An example of a warranty is a seller committing to replace or repair a product within a specified time if it doesn't meet the expected performance. This guarantee concerns the fitness, quality, and the performance of the sold product.

This warranty does not apply: (a) to consumable parts, such as batteries, unless failure has occurred due to a defect in materials or workmanship; (b) to cosmetic damage, including but not limited to scratches, dents and broken plastic on ports; (c) to damage caused by use with another product; (d) to damage caused by

As a default, the remedies for a breach of a warranty are indemnification, termination (requires a material breach) or proportionate reduction of the purchase price. The purchase agreement usually will limit the remedy for breaches to indemnification.