Material Adverse Change Conditions And Ordinary Course Covenants in Pandemic-Tested Acquisition Agreements
McCollom D’Emilio Smith Uebler LLC partner, Joseph Christensen writes for the March 2021 issue of Paradigm.
“In business acquisitions, it is important to the buyer that the business he or she has agreed to buy does not change dramatically between signing and closing. As the pandemic’s severity became apparent, it changed nearly every business, most in a material way. As a result, many of the contractual risk-shifting devices designed to ensure continuity between what the buyer agreed to buy at signing and what is handed over at closing were put under a stress test.”