The Asset Purchase Agreement with an earn-out provision in Maryland facilitates the sale of a seller's business assets while allowing for future payments contingent on performance. It outlines the assets included in the transaction, the purchase price, and the payment structure, ensuring clarity that no liabilities from the seller are assumed by the buyer. Users can exclude specific assets and address items like goodwill and inventory comprehensively. This form is particularly useful for attorneys and legal professionals as it provides a structured approach to asset transfers and obligations, ensuring compliance with state laws. Partners and owners benefit from the ability to solidify terms, including non-competition clauses and consulting agreements, safeguarding interests post-sale. Associates, paralegals, and legal assistants will find this form advantageous for managing transaction details and documentation, allowing them to assist effectively with asset purchases while maintaining a focus on legal compliance and organizational standards.