The Asset Purchase Agreement format in Texas is a critical document that outlines the terms under which a buyer agrees to purchase substantially all the assets of a seller's business. This agreement typically includes sections detailing the assets being sold, liabilities being assumed, excluded assets, and the purchase price allocation. Key features of the form include clear delineation of the seller's and buyer's responsibilities, representations and warranties about the business's condition, and provisions for indemnification. Users should modify the template to reflect specific circumstances and delete any non-applicable provisions to ensure accuracy. Filling out the form involves specifying asset details, defining payment terms, and identifying any additional agreements, such as non-competition clauses. This document is especially useful for attorneys, owners, and paralegals who facilitate business sales, ensuring compliance with legal standards while protecting their clients’ interests. Associates and legal assistants can support the drafting and review process by ensuring all necessary details are captured succinctly.