The Licensing Corner

Sean Hogle

Rooney Nimmo PC

ANTI-RELIANCE AND FRAUD DISCLAIMERS IN TECHNOLOGY TRANSACTIONS: LESSONS FROM THE M&A WARS

In high stakes transactions in which vast sums of wealth are exchanged in return for ownership in ongoing complex businesses, mergers and acquisitions (M&A) contracts are an oft-overlooked source of clever legal craftsmanship. With so much value and risk embodied in these transactions, counsel for both parties-sought after specialists in these pressure-filled transactions-play a tense game of textual jab and parry, each trying to minimize risk and maximize leverage for their clients. In doing so, they often create compelling contract language readily amenable for use in non-M&A contexts.