An APA spells out the conditions and terms under which a seller will transfer all of the assets that belong to the business to a buyer. Thus, both the Buyer and Seller must complete this application.Only businesses that are already licensed to operate a trade waste business in New York City may. A seller must give all prospective purchasers Form TP153, Notice to Prospective Purchasers of a Business or Business Assets. If the business you are buying includes business assets such as furniture or office equipment, you must pay sales tax on them. Here is my due diligence checklist of the most common items to investigate when conducting due diligence in the buying or merging of a small business.