Other than the Excluded Assets, Seller shall sell, transfer, convey, assign and deliver to Buyer, and. Find spanish legal translation lawyers for Houston, TX to hire.No cost to post a project to get multiple bids in hours to compare before hiring. Preclosing liabilities in the face of express contractual language in the asset purchase agreement to the contrary. An asset purchase agreement (APA) is a legally binding agreement used when a company wishes to buy or sell specific assets of another business. "Excluded Assets" has the meaning given in the Master Purchase Agreement. "Excluded Contracts" has the meaning given in the Master Purchase Agreement.