(a) The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of New York. This Asset Purchase Agreement ("Agreement") is made effective as of December 14,.Fill out the form to access a sample of Practical Guidance. An APA spells out the conditions and terms under which a seller will transfer all of the assets that belong to the business to a buyer. Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of New York. The Asset Purchase Contract (Seller-friendly Simple) is a legally binding document that outlines the terms and conditions for the sale and purchase of assets. THIS PURCHASE AND SALE AGREEMENT (this "Agreement") is made as of this ____ day of. Free New York LLC Operating Agreement template in Word, PDF, Google Doc formats. List LLC Members, tax rules, and other key information.