Seller shall sell, assign, transfer, convey and deliver to Buyer, and Buyer shall purchase from Seller, all of Seller's right, title and interest in the assets. 4. Terms of the Agreement.FORM 10-K. INDEX. PAGE. ----. Goodwill is generally considered to be the amount paid for a business over its fair market value or its identified assets. With over 2,500 research reference points and employer endorsement, these Graduate Competencies ensure that our graduates transition into the world of work with. Original Purchase Agreement.