When buying the assets of a business, some are subject to sales or use tax, while others are not. Items subject to retail sales tax.When you sell your business, you may need to report all or part of the sale on your excise tax return. Also, you may be required to collect retail sales tax. Both the seller and purchaser of a group of assets that makes up a trade or business must use Form 8594 to report such a sale. A taxable asset purchase allows the buyer to "step up," or increase, the tax basis of the acquired assets to reflect the purchase price. In an asset sale, the new owner purchases the business's physical assets. The seller retains all rights to the legal entity. Purchaser shall also pay at Closing any and all amounts due to the State of Washington that are associated with the sale under this Agreement,. An asset purchase agreement is a written legal instrument that formalizes the purchase of a business or significant business asset.