If you are buying or selling the business outright, everything has to be transferred from the seller to the buyer. Asset purchase agreements are a useful way to: Carve out certain assets of a business without taking on liabilities or debt obligations.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. Interested in becoming a vendor? In an asset purchase, the purchaser only acquires the assets and liabilities it identifies and agrees to acquire and assume from the seller. A taxable asset purchase allows the buyer to "step up," or increase, the tax basis of the acquired assets to reflect the purchase price.