A purchaser of the assets of a business will be liable for any unpaid sales tax of the seller, as well as any accrued interest and penalties related thereto. In an asset sale, a firm sells some or all of its actual assets, either tangible or intangible.An asset sale occurs when the assets of your business are sold to a buyer. Purchase and Sale of Assets. In an asset sale, the new owner purchases the business's physical assets. The seller retains all rights to the legal entity. An asset sale is the purchase of individual assets and liabilities, whereas a stock sale is the purchase of the owner's shares of a corporation. An "asset sale" refers to the acquisition of individual assets and liabilities. The sale of a trade or business for a lump sum is considered a sale of each individual asset rather than of a single asset.