In an asset purchase, the purchaser only acquires the assets and liabilities it identifies and agrees to acquire and assume from the seller. An APA is a legallybinding contract between a buyer and seller that finalizes the terms and conditions of an acquisition.With an asset purchase agreement, you can buy only the desired assets and liabilities. 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. In an asset purchase, the buyer agrees to purchase specific assets and liabilities. This means that they only take on the risks of those specific assets. Effectively managing asset purchase agreements is crucial to business longevity. Learn how to create one and what to include. What Is an Asset Sale? In an asset sale, the buyer purchases the business assets.