An asset purchase agreement is a written legal instrument that formalizes the purchase of a business or significant business asset. The Original Lease in the form attached as Exhibit l.An asset purchase agreement, or asset sale agreement, should contain details about the business, buyer, seller, and assets acquired through the transaction. Buying or selling company assets? Use this Asset Purchase Agreement to finalize the terms of the transaction. Asset purchase agreements can be a useful way to create a new business while leaving unwanted resources and potential issues with the seller. , Nicholas Baum, and City Juice Systems KS, LLC. This article discusses seven (7) types of seller liabilities that should concern a buyer when negotiating the purchase of a California business.