Data room rules—private M&A—share purchase—virtual data room
Data room rules—private M&A—share purchase—virtual data room

The following Corporate precedent provides comprehensive and up to date legal information covering:

  • Data room rules—private M&A—share purchase—virtual data room
  • 1 Provision of VDR
  • 2 Confidentiality
  • 3 No Offer, Invitation, Representation or Warranty
  • 4 Authorisation Process
  • 5 Access to the VDR
  • 6 Contents of the VDR
  • 7 Downloading and Printing
  • 8 Unauthorised Access
  • 9 Queries
  • More...

Project [insert name]: Virtual data room rules

These rules (Rules) regulate the manner in which [insert name of the seller] (the Seller) grants potential buyers and their advisers access to the virtual data room (VDR) containing information and documents (Information) relating to the proposed sale of [the entire issued share capital OR the assets and undertaking] of [insert name of company or business] (the Proposed Transaction). The VDR shall be provided and maintained by [insert name of VDR provider] (the VDR Provider).

By way of consideration for their use of the VDR, potential buyers (Potential Buyers, of which each is a Potential Buyer) shall agree to be bound by these Rules and shall procure that each of their officers, employees, agents and advisers accessing the VDR shall comply with and be bound by these Rules.

These Rules shall apply to each and every occasion on which the VDR is accessed by, or on behalf of, any Potential Buyer.

    1. 1

      Provision of VDR

      1. 1.1

        The VDR will be managed and supported by the VDR Provider and can be accessed at http://[insert web address].

      1. 1.2

        The Seller and its advisers may withdraw the VDR at any time without notice. The Seller gives no assurance that the VDR will be available at any particular time, that the Information can be accessed in any format, at any download rate or at all. The Seller

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