A taxpayer purchases the out-of-state assets of a California business which primarily is located outside California. No Related Party has entered into, or has had any direct or indirect financial interest in, the Transferred Assets or the Assumed Liabilities.If you buy multiple assets for a lump sum, you and the seller may agree to a specific allocation of the purchase price among the assets in the sales contract. Each of the Buyers and the Companies are sometimes referred to individually herein as a Party and collectively as the Parties . Preliminary Statement. 1.