If you are thinking about purchasing a business from someone, you should be aware of Pennsylvania's Bulk Sale Law. 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. THIS ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of September. A taxable asset purchase allows the buyer to "step up," or increase, the tax basis of the acquired assets to reflect the purchase price. Following the execution of this Agreement, PAWC and Seller shall each take such any and all further actions as are necessary to invoke, commence and complete. There are two primary ways to structure the taxable purchase and sale of an incorporated business. The parties may engage in an asset acquisition.