An Asset Purchase Agreement is a legally binding contract between a buyer and a seller that details the terms and conditions of the sale of a business's assets. In an asset purchase in Texas, the buyer acquires all or part of a business's assets.THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and entered into as of. Before you buy an existing business, find out if the business owes any Texas taxes. An asset purchase agreement (APA) is a written legal document that formalizes purchasing a business or substantial commercial asset. Parties and Recitals. 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.