The Asset Purchase Agreement outlines the terms and conditions for the purchase of substantially all assets of a business in San Antonio, which includes equipment, inventory, contract rights, and goodwill. This document is designed for use in mergers and acquisitions (M&A) and serves as a legal framework for both sellers and buyers during such transactions. Key features include provisions for excluded assets, purchase price allocation, security interests, and representations and warranties by both parties. Users must fill in specific details like the buyer and seller names, purchase price, and closing dates. It's essential to edit sections that relate to the specific business context, especially in defining the assets being sold and any liabilities not assumed by the buyer. The form is particularly useful for attorneys, partners, owners, associates, paralegals, and legal assistants involved in M&A activities, providing them with a standardized structure to ensure compliance and clarity in the transaction process. This agreement helps mitigate risks by providing detailed covenants and indemnification clauses that protect the parties’ interests.