Both the seller and purchaser of a group of assets that makes up a trade or business must use Form 8594 to report such a sale. An Asset Purchase Agreement is a legally binding contract between a buyer and a seller that details the terms and conditions of the sale of a business's assets.An asset purchase agreement is the legal document that will govern the transfer of ownership of a business's assets from the seller to the buyer. In an asset sale, the new owner purchases the business's physical assets. The seller retains all rights to the legal entity. Before you buy an existing business, find out if the business owes any Texas taxes. An asset purchase agreement is a legal contract that outlines the terms of an agreement to transfer assets between parties.