Series 79 practice questionmediumRepresentations and Warranties
A bring-down condition in an acquisition agreement typically requires that:
- ARepresentations and warranties are reaffirmed only at signing.
- BIndemnification provisions survive for the life of the company.
- CThe buyer can claim damages for any breach at any time post-closing.
- DRepresentations and warranties remain true at both signing and closing.✓ Correct answer
Explanation
Why D — Representations and warranties remain true at both signing and closing.
A bring-down condition means representations and warranties must be accurate at both signing and closing. The trap is confusing this with post-closing survival or only at signing.
Turn it into reps
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