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this video will discuss contract consents in the context of an asset purchase transaction in a cash asset transaction the buyer purchases all or substantially all the assets belonging to the Target Corporation after the closing the buyer owns the purchased target assets and has taken over the assumed target liabilities the target uses the purchase price cash to pay off any remaining liabilities in the balance to cash out the target shareholders the target then dissolves in many cases the targets contracts are key assets in the targets business and a key reason for the buyers decision to acquire the target one example is a lucrative exclusive distribution contract for the target to resell the counterparties goods in the u.s. contracts however typically contain provisions that restrict their transfer the manufacturer in this example might only want to work with the target company and not the buyer which the manufacturer might consider to be a competitor thus the target might have negotia
