In an asset purchase, only the assets of the business are purchased, not the liabilities. Below is a general due diligence checklist with the first 8 of 16 items to cover your bases in a business or asset purchase transaction.Call (215) 545-4830 - Danziger Shapiro, P.C. is dedicated to serving our clients with a range of legal services including Business and Corporate cases. Asset purchase agreements are a useful way to: Carve out certain assets of a business without taking on liabilities or debt obligations. The most important document in an asset deal is the Asset Purchase Agreement (the "APA"). In this article, I will discuss the key provisions of an APA. If you are purchasing or taking ownership of a business you will have to go through the same procedure as a new business. These steps include: If you are thinking about purchasing a business from someone, you should be aware of Pennsylvania's Bulk Sale Law. Before finalizing the purchase, it is advisable to form a new legal entity to acquire the business (Asset Purchase).