How to Negotiate a Data Safety Warranty in an M&A Transaction

The pensee that loss of life as well as taxes and ransomware attacks are the three most certain things in life isn’t limited to businesses. With data security breaches being predicted to affect companies every two seconds, and costing businesses $265 billion in the first year, and that’s just for 2031, it’s no surprise that more distributors are to be offering their customers with a brand new type of warranty: a cybersecurity warranty. These warranties help reduce the financial security risks posed by cyberattacks and shift the responsibility to the company providing the service. They’re typically a supplement to cybersecurity insurance and assist in filling the gaps where insurance cannot cover a reduction.

Warranties are a fantastic instrument for transferring financial risk, but they’re not an alternative to a complete risk management solution. A cybersecurity warranty could be substituted for cyberinsurance. However both should be utilized together to reduce the risk.

It is essential to limit the liabilities which aren’t covered by a warrant when negotiating one in an M&A deal. For example, regulatory offences actions typically have lengthy limitations time frames that make indemnification in a warranty impossible.

Manufacturers also have to ensure their warranty covers how they intend for their products to be used. For instance machines which analyze walking signals could be warranted for a variety of purposes, like helping people identify the right shoes or diagnosing chronic pain. If the device is used to monitor or intercept communications, a warranty disclaimer could prevent manufacturers from accepting any responsibility.

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