Fraud Carve-Out Provisions for M&A Agreements1Fraud Carve-Out Provisions for M&a Agreements • November 12th, 2018
One of the most heavily negotiated provisions of a private M&A transaction agreement is the indemnification provision, which governs each party’s remedies in the event the other party breaches the agreement. Indemnification provisions commonly provide that such indemnification is each party’s sole recourse in the event of breach other than for breaches involving fraud. Such clauses are commonly referred to as “fraud carve-outs”.
