The Asset Purchase Agreement is a crucial legal document for the acquisition of a business's assets in Maryland. This form outlines the roles of the Seller, who operates the business and owns the assets, and the Buyer, who seeks to acquire these assets for their own business use. Key features include detailed sections on the assets being purchased, liabilities assumed by the Buyer, the purchase price breakdown, and obligations of both parties during and after the closing. It includes provisions for goodwill, non-competition agreements, and security interests to protect the Seller against any default from the Buyer. The form also emphasizes the need for corporate authorizations and warranties regarding the state of the assets being sold. For the target audience—attorneys, partners, owners, associates, paralegals, and legal assistants—this form serves as a guideline for ensuring that all relevant legal and financial details are properly addressed, providing a clear framework for negotiations and protecting the interests of both parties involved.