(i) A signed Asset Purchase Agreement. Form agreement for the purchase and sale of a division or line of business of a private US corporation, drafted in favor of the seller.This means an asset purchase agreement allows the buyer to leave the seller's business legally intact – but purchase the desired assets within the company. Other than the Excluded Assets, Seller shall sell, transfer, convey, assign and deliver to Buyer, and. This asset purchase agreement outlines the sale of a business's assets from a seller to a buyer. North Carolina business law attorney Donald R. Fuller will draft and review purchase and sale agreements to protect client interests.