Form agreement for the purchase and sale of a division or line of business of a private US corporation, drafted in favor of the seller. The Purchase Price shall be paid at the Closing as follows: (a).Assignment and assumption agreement, substantially in the form attached hereto as Exhibit. (the "Assignment and Assumption. This form contemplates an asset purchase of a complete business of a privately held seller. It is drafted to strongly favor the buyer. Form agreement for the purchase and sale of a division or line of business of a private US corporation, drafted in favor of the buyer.