An Asset Purchase Agreement is an agreement between a buyer and a seller of a business as to the terms and conditions of the sale of the business. The most important document in an asset deal is the Asset Purchase Agreement (the "APA").In this article, I will discuss the key provisions of an APA. An asset purchase agreement (APA) is a legally binding document that details the terms and conditions related to the purchase and sale of a company's assets. An APA not only describes the assets to be purchased but also important details like price, warranties, and breach of contract.