Acquisition

Customized Agreements

Asset Purchase Agreement

Document selected business assets with separate included and excluded asset schedules, explicit assumed and excluded liability schedules, contracts, intellectual-property facts, price, diligence, closing conditions, and transfer documents without implying that all assets or liabilities transfer.

Also called: business asset purchase agreement, asset sale agreement.

Asset Purchase Agreement document preview

What you walk away with

A clean multi-page PDF and DOCX after you finish — not a web-form dump. Preview the document before you pay.

  • PDF export
  • DOCX export
  • E-sign included
  • No subscription
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Jurisdiction

Schedules record customer-supplied facts. Listing an asset, contract, permit, license, or liability does not decide legal ownership, consent, transferability, or tax treatment.

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Jurisdiction details

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Choose the state where the document will be used. The state page shows the maintained coverage level, local-rule limits, and a builder link with the canonical state code already selected.

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When this fits

Use this document when…

  • Selected-asset acquisitions
  • Equipment and inventory transfers
  • Business asset sales
  • Separating acquired assets from retained liabilities

Before you start

Information you will need

  • Buyer and seller details
  • Included and excluded assets
  • Assumed and excluded liabilities
  • Contracts and IP facts
  • Price, diligence, and closing terms

What you receive

  • Completed Asset Purchase Agreement in PDF format
  • Editable DOCX agreement
  • Asset and liability schedules
  • Electronic-signature-ready signature blocks

Document questions

Questions about this document

What is a Asset Purchase Agreement?

Document selected business assets with separate included and excluded asset schedules, explicit assumed and excluded liability schedules, contracts, intellectual-property facts, price, diligence, closing conditions, and transfer documents without implying that all assets or liabilities transfer.

How do I create a Asset Purchase Agreement?

Selected-asset acquisitions; Equipment and inventory transfers; Business asset sales

What should a Asset Purchase Agreement include?

Buyer and seller details; Included and excluded assets; Assumed and excluded liabilities; Contracts and IP facts; Price, diligence, and closing terms

Special situations

  • The parties intend to transfer all equity or the business entity itself
  • Transferability, permits, licenses, tax, or securities conclusions are required
  • The parties need a factual schedule distinguishing assumed from excluded liabilities

Frequently asked questions

What liabilities are assumed?

Only liabilities expressly listed in the assumed-liability schedule are treated as selected assumptions; excluded liabilities are separately listed.

What assets are included?

Only assets listed in the included-asset schedule are identified as acquired.

Can contracts be assigned automatically?

No. The document records consent facts without deciding assignability.

Are permits transferable?

The workflow records facts and does not decide transferability.

Is legal review included?

No. Review with counsel of your choice.

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Not legal advice

Locke Direct helps structure documents and workflows. It does not replace a qualified lawyer for complex, unusual, or high-risk situations.

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Last reviewed August 31, 2026.