An Asset Purchase Agreement is an agreement between a buyer and a seller of a business as to the terms and conditions of the sale of the business. An asset purchase agreement (APA) is a legal document that serves as a framework for how business assets will be transferred from the seller to the buyer.This Asset Purchase Agreement (this "Agreement") is made and entered into as of this. If it's an asset sale, list the specific assets and liabilities included in the sale. This can include equipment, inventory, contracts, trademarks, and debts. How do I create a Business Purchase Agreement? In an asset sale, the new owner purchases the business's physical assets. The seller retains all rights to the legal entity.