Mergers & Acquisitions,
Corporate
Dec. 18, 2015
Fake shipments test acquisition agreement
A recent Delaware case provides practical guidance on the effects of a disclaimer of reliance provision in a stock purchase agreement on claims based on extra-contractual statements and omissions.





Marc Boiron
Associate
Rutan & Tucker LLP
Email: mboiron@rutan.com
Marc focuses his practice on transactional matters involving emerging and mid-market companies in the areas of California and Delaware corporate laws.
TRANSACTIONS WITH BOIRON
In Prairie Capital III, L.P. v. Double E Holding Corp., the Delaware Court of Chancery analyzed several clauses that commonly are included in acquisition agreements among private companies. The court gave practical guidance on the effects of a disclaimer of reliance provision in a stock purchase agreement on claims based on extra-contractual statements and omissions.
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