The Asset Purchase Agreement is a legal document tailored for transactions involving the sale and purchase of business assets in Georgia. This Agreement outlines the terms under which the Seller transfers assets, including inventory, equipment, and goodwill, to the Buyer. Key features include the definition of purchased assets, any liabilities assumed by the Buyer, the exclusion of specific assets, and the purchase price breakdown. Sections also detail the obligations of both parties before and during closing, along with warranties and representations made by the Seller and Buyer. The Agreement caters to various users, such as attorneys and legal assistants, by providing a structured approach for asset transactions. Filling out the form requires inserting specific details about the parties involved, the assets, and the closing conditions, ensuring clarity in communication. This form is particularly useful in business sales where full ownership changes from Seller to Buyer without transferring the entire business entity. It emphasizes due diligence and legal compliance, making it essential for professionals involved in mergers and acquisitions.