M&A Boot Camp booklet 2023 - Flipbook - Page 76
Introduction to Indemnification
Is indemnification the exclusive remedy?
– Common carve-outs: specific performance, injunction and other equitable
remedies, fraud, breach of ancillary agreements
Who provides the indemnity?
– Target stockholders
– Holders of target stock options that are being cashed out?
– Why is there no indemnification in acquisitions of public companies?
– Does the buyer ever indemnify the sellers?
Who gets indemnified?
Is there always indemnification when the target company is
privately held?
Hogan Lovells US LLP
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