The Asset Purchase Agreement is a legal document that facilitates the sale of a business's assets, effectively outlining the terms of acquisition between a Seller and a Buyer. The agreement specifies the assets being purchased, liabilities the Buyer is not assuming, and the purchase price allocation. Key features include provisions for excluded assets, security interests, warranties, and representations from both parties, ensuring due diligence and legal compliance. Filling out the form requires clear inputs for details like the names of parties, purchase amounts, and asset descriptions. Users should ensure accurate completion of all sections to prevent disputes. This form is particularly useful for attorneys, partners, and business owners engaged in asset transactions, as it provides necessary legal protections during the sale process. Paralegals and legal assistants will benefit from understanding the structured format to assist in drafting and reviewing the agreement effectively. Overall, this agreement serves both as a binding contract and a comprehensive guide for negotiating the terms of an asset purchase.