Below is a list of forms that you may download for free from our website. Seller shall sell, convey, assign, transfer and deliver to Buyer, and Buyer shall purchase and acquire from Seller, free and clear of any Encumbrances.An asset purchase agreement is a type of contract that pertains specifically to the sale of a business or particular business assets. If there are known title exceptions prior to the execution of the contract, the seller should list them in the contract and require the buyer to accept them up. Purchase and Sale of the Assets. An asset purchase agreement is a written legal instrument that formalizes the purchase of a business or significant business asset.