The Asset Purchase Agreement (APA) is a critical legal document used in Arizona for the sale of business assets between a Seller and a Buyer. This agreement outlines the terms of the sale, including specified assets—like equipment, inventory, and goodwill—along with any liabilities that the Buyer may assume. Key features include detailed sections about the assets being sold, the purchase price allocation, payment terms, and various representations and warranties from both parties. Filling instructions emphasize clear modification of the form to reflect the specific details of the transaction, such as the purchase price and payment schedules. The form serves a broad array of users—attorneys, partners, owners, associates, paralegals, and legal assistants—by providing a standardized framework for asset transactions, ensuring all necessary legal considerations are addressed. It helps legal professionals mitigate risks and clarify the rights and obligations of each party involved in the business transfer, thus facilitating smoother negotiations and execution.