> Musk has been saying that on Twitter, but in Twitter's court filing they exhaustively outline that a) it isn't true and b) it isn't even a valid request from Musk under the contract.
I've read the entire complaint, and this is my take as well. Twitter bent over backwards to comply with these requests even if they were invalid.
Twitter played this brilliantly. They kept complying and playing along even with the most obvious nonsense, letting Musk run his impulsive and overconfident mouth.
The number of times he legally shot himself in the foot is just staggering. There's documentation of everything, because he happily provided it. Musk's lawyers and bankers must have been dying a thousand deaths reading his tweets and other public remarks.
If twitter was a house he was buying, I think the analogy is he waived his right to a house inspection being a cause of breaking the contract. He can still have the house inspected though.
Merger & Acquisitions and Real Estate are really separate things so trying to use them for analogies is going to break down rather fast.
If Musk was buying a house (Twitter) we're basically at the point where He's made an offer, they accepted, Musk fulfilled all contingencies (including financial), they both signed the papers transferring ownership, and then Musk decided rather than moving in and wiring them the money he'd rather not. (Analogy doesn't work so well).
Sure, if you own a house you can call anybody to come inspect it but you still need to wire the seller the money.
My point was that the contract to purchase waived inspection results (aka percentage of accounts being bots, etc.) being a cause for breach of contract. That diligence can still happen, it just can't be used to back out of the contract.
Any analogy breaks down. I thought this was a good one because in the current housing market many buyers have to waive inspections as a contingency because of bidding wars, etc. They can still get the inspections done though (and should).
Thats not quite the analogy, and the differences are important.
If twitter was a house he was buying, the analogy is he waived his right to a house inspection and highlighted that fact in numerous ways to attain either a more favorable price (since there won't be post-deal negotiation on anything he finds and decides to argue) or to make Twitter more likely to accept. Or a combination of both. And in addition to that, in your offer to buy the house you also made legally binding statements that "I have been able to inquire about anything I might be concerned with about the home, and have been given answers and opportunity to find my answers on those questions, and as a result I am fully satisfied with how that transpired".
The only possible way to then get a home inspection is that you also included a clause that the deal is contingent on a loan being used and its possible that the loan may require certain information or processes. Now, if as a side-effect of getting that loan, a home inspection is required and if that home inspection causes the _bank_ to back out of financing then that is now possibly a cause to break the contract. Even this isnt fully accurate in this case though. Because there were specific guarantees and public statements made around financing that 1) the financing is already lined up (i.e. not contingent on an inspection) and 2) even if that fell through Musk would have the available capital to close the deal.
I've read the entire complaint, and this is my take as well. Twitter bent over backwards to comply with these requests even if they were invalid.
Twitter played this brilliantly. They kept complying and playing along even with the most obvious nonsense, letting Musk run his impulsive and overconfident mouth.
The number of times he legally shot himself in the foot is just staggering. There's documentation of everything, because he happily provided it. Musk's lawyers and bankers must have been dying a thousand deaths reading his tweets and other public remarks.