Sellers usually prefer to allocate as much as possible to capital gain assets and intangibles rather than ordinary income assets, whereas buyers typically want to allocate to assets they can depreciate rapidly. Therefore, the allocation is often a negotiated component of a sales agreement.
Definition: Allocations divide costs between different departments or activities within a company. For instance, overhead costs such as the rent and utilities are often allocated to the company's operating units. Determining accruals and allocations nearly always entails making assumptions and estimates.
If the amount allocated to any asset is increased or decreased after the year in which the sale occurs, the seller and/or purchaser (whoever is affected) must complete Parts I and III of Form 8594 and attach the form to the income tax return for the year in which the increase or decrease is taken into account.