The Asset Purchase Agreement is a legally binding document outlining the terms and conditions under which a Buyer acquires assets from a Seller in Contra Costa. The form details aspects such as the purchased assets, liabilities, purchase price, payment structure, and necessary agreements at closing. Notably, it delineates which assets are included and excluded from the sale and specifies that the Buyer does not assume any liabilities of the Seller. The Agreement also provides sections on warranties and representations of both parties, ensuring that all declarations regarding the business's condition are accurate. For attorneys, partners, owners, associates, paralegals, and legal assistants, this form is essential for structuring asset transactions, safeguarding against unforeseen liabilities, and ensuring compliance with local regulations. Users should carefully fill in the blanks for asset descriptions, purchase prices, and closing dates, while consulting legal counsel for specific legal implications and potential negotiations before finalizing any agreements.