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Monday, August 19, 2019, 1:00-2:00pm

Material Adverse Change (MAC) clauses are common in most business transactions.

These clauses allocate among the parties the risk of a materially adverse change occurring between the execution of transactional documents and closing the underlying transaction.

Sellers want certainty that a sale or other transaction will close and argue that the MAC clause should be very narrowly drafted. Buyers wanted maximum flexibility and will argue that anything that makes the transaction unattractive should constitute a MAC.

Within the bracket of those two opposing views there are a host of narrow and technical but supremely important details that need to be negotiated, details which will determine whether the transaction is successfully closed, efficiently and cost-effectively terminated, or devolves into dispute and litigation.

This program provides a practical guide using and drafting MAC clauses in transactions.

  • Defining what constitutes a "Material Adverse Change" and carve-outs
  • Forms of MACs – closing conditions or representations?
  • Practical process of “proving” a MAC occurred, including burden of proof
  • What happens to the transaction if a MAC occurred?
  • Spotting red flags when drafting MAC clauses and best practices to reduce the risk

Click on the "In Depth" tab for tuition and speaker information.

Product Information
Date Presented:
August 19, 2019 1:00 PM Eastern
1 hour
Registration Fee:
MAC Clauses in Business Transactions | Live Replay from May 2, 2019 | Phone/Audio Streaming

All Attendees: $80

Early discount and CLE Premier Pass rates are not available for this program. 

Speaker Information
Steven O Weise   [ view bio ]
Individual topic purchase: Selected
NC State Bar
Mandatory Continuing Legal Education (MCLE) and Certified Paralegal Education (CPE) (Total): 1.00
CLE Premier Pass