, Nicholas Baum, and City Juice Systems KS, LLC. In 99 out of 100 transactions, a buyer is going to prefer to acquire a target's assets.A 338(h)(10) is a tax election for a qualified stock purchase (QSP), which recharacterizes a stock purchase as an asset purchase for federal tax purposes. The below forms are for Franklin Templeton funds. Do NOT use these forms for Western Asset Money funds. General. In an asset purchase, the purchaser only acquires the assets and liabilities it identifies and agrees to acquire and assume from the seller. Related to FRANKLIN ASSET PURCHASE AGREEMENT.