This session reviews the structure of a deal term sheet including general and fundamental representations and explains term sheet definitions such as materiality scrape, sandbagging, etc. The speakers also discuss the impact of insurance on escrow and indemnity packages, the implications to R&W insurance of asset deals versus mergers, and how the R&W insurance exposure differs between strategic and private equity buyers.


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Meet the Speakers

Kim Gladney, Executive Managing Director, Ambridge Partners LLC

Kim Gladney is Executive Managing Director, of Ambridge Partners LLC and leads Ambridge’s North American R&W practice managing a team of underwriters in New York. Ambridge is a specialized managing general underwriter of complex risks, including transactional, tax and intellectual property insurance. Kim joined Ambridge in 2006 and has been an underwriter of transactional insurance products for nearly 16 years. Kim received a J.D. from the University of Notre Dame Law School and a B.B.A. from the University of Georgia.
Evan Slavitt, Global Chief Legal Officer, Paper Excellence

Evan Slavitt graduated from Yale University with a BA and MA in Economics and from Harvard Law School where he served as an editor of the Harvard Law Review and President of the Student Bar Association. He started his legal career as a trial attorney in the Antitrust Division of the United States Department of Justice and then served as an Assistant US Attorney and Deputy Chief of the Civil Division in Massachusetts under William Weld and Robert Mueller.  
After leaving the government, Mr. Slavitt was a trial attorney in Boston focusing on environmental disputes, criminal law, and complex commercial disputes. During that time, he was active in politics as the General Counsel and Parliamentarian of the Massachusetts Republican Party and was its candidate for Attorney General in 2002 and has worked on various state and national campaigns. He is also the author or co-author of numerous books and articles and a frequent lecturer. 
Mr. Slavitt moved to South Carolina in 2007 to become the General Counsel of Kyocera AVX Corporation, an international manufacturing company now headquartered near Greenville and recently became the Chief Legal Officer of Paper Excellence, an international pulp and paper company. He also serves as an arbitrator for the American Arbitration Association and in private arbitrations. He writes and teaches on legal topics in his spare time, recently focusing on the implications of the ESG movement on corporations. Mr. Slavitt now lives with his wife in the Charleston area. 



Simone Bonnet, Director, Willis Tower Watson

Simone is a senior broker on WTWs Transactional Risk team, specializing in the placement of representation and warranty insurance other transactional liability insurance policies. Prior to joining WTW, Simone was an underwriter of representation and warranty insurance at Hamilton Insurance Company and, before that, at Vale Insurance Partners, where she also underwrote contingent liability policies. Simone obtained her law degree with honors from the University of Chicago Law School and practiced law at Sidley Austin LLP and Clyde and Co. US LLP, where she represented insurance and financial services companies in the litigation and arbitration of disputes. Simone also previously served as Senior Counsel at MetLife, where she advised the company’s Group Benefits and Affinity & Member Benefits business segments.
Matt Simpson, Member/Co-Chair Private Equity Practice, Mintz Levin

Matt serves as a strategic counselor to his clients, working with them to structure, negotiate, and execute various transactional arrangements, with a particular focus on private company mergers and acquisitions, growth equity investments and joint ventures. Matt also serves as outside general counsel to several private company clients, advising them on all aspects of their legal needs, and is very active in the representations and warranties insurance space, acting as underwriting counsel to a leading underwriter. Matts clients span a broad range of corporate organizations, including well-known private equity sponsors (funds and family offices), large multi-national corporations, and both early-stage and late-stage grown companies, across a variety of industries. In addition to his corporate transactional practice, Matt is a recognized international negotiator and legal advisor, having been appointed by the United Nations to represent the Darfuris in their 2011 peace negotiations.
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