Risk Allocation Between Signing and Closing an M&A Deal
M&A Science
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Is There a Negative Consent in the Contract?
There can be a concept of negative consent or positive consent. So affirmative means you, under the terms of the contract, they actually have to say, yes, i approve. Persis negative consent, as you send them a notice, and if they don't respond, then it's deemed that they've approved it. One of the other key terms an agreement for allicating risk is going the drop dead date. If yo hit this date, so long as it's not your fault, many whoevers trin to terminate, as long as the personsterminatin is not their fault. Tu oo live with that risk right after closing. You see these deals that don't get
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