This paper explores the typical ways that purchasers and vendors navigate the allocation of risk in sale agreements. It considers allocation of risk in asset vs. share sales and purchases. It also highlights risk considerations as they relate to representations, warranties, conditions, and covenants in sale agreements. Additionally, the paper discusses indemnities. It includes samples of representation and warranty provisions and indemnity provisions in sale agreements.
This paper is part of a collection presented at LESA’s 50th Annual Refresher in Lake Louise from May 7–9th, 2017.