The Asset Purchase Agreement as is in California is a legal document between a Seller and a Buyer facilitating the sale of business assets. Key features include detailed sections outlining the assets being sold, any liabilities assumed, and the purchase price allocation. The form allows for customization by deleting non-applicable provisions and modifying it to fit specific facts. It includes clear instructions on filling out the agreement, such as the necessity for both parties to sign and potentially involve notary services. Specific use cases include the acquisition of a business, transfer of goodwill, and protection against unfilled orders. For attorneys, this form serves as a foundational agreement tool, while partners and owners can leverage it in strategic business transactions. Associates and paralegals may utilize it for documentation and compliance, ensuring all legal elements are adhered to. Legal assistants will find it beneficial for drafting and organizing necessary parties to the agreement.