The Asset Purchase Agreement within Orange outlines the terms and conditions under which a Seller and Buyer consent to the sale and purchase of business assets. Key features include detailed definitions of the assets involved, the purchase price, payment structure, and the assumption or exclusion of certain liabilities. Additionally, it covers the execution of necessary documents at closing, such as bills of sale and security agreements. Attending parties are also required to provide representations and warranties regarding their obligations and marketability of the assets. This form is tailored for use by a variety of legal professionals, including attorneys, partners, owners, associates, paralegals, and legal assistants, providing a comprehensive framework for facilitating asset transactions. It is essential for ensuring clarity and legal compliance, making it a valuable tool for those involved in business transfers or acquisitions.