The Asset Purchase Agreement is a legal document specifically designed for transactions involving the purchase of business assets in cash in Texas. This agreement delineates the roles of the Seller, Selling Shareholder, and Buyer, outlining the terms under which the assets will be sold, including equipment, inventory, and goodwill. Key features of the form include a detailed listing of purchased assets, purchase price allocation, payment terms, and representations and warranties by both parties. For effective use, parties must complete the sections regarding assets, liabilities, and payment terms, ensuring accuracy to avoid future disputes. This form is particularly useful for attorneys, partners, and business owners engaging in asset sales, as it also addresses liabilities that the Buyer will not assume. Paralegals and legal assistants can play a crucial role in drafting and ensuring compliance with the agreement's requirements. This document supports a streamlined process while protecting both parties' rights and interests, making it an essential tool in asset transfer transactions in Texas.