The Asset Purchase Agreement long form in Wayne is a comprehensive legal document designed to facilitate the transfer of business assets between a seller and a buyer. This form outlines the terms of sale, including the specific assets being transferred, liabilities assumed by the buyer, and the total purchase price allocated for the transaction. Key features include provisions for the exclusion of certain assets, security interests retained by the seller, and detailed representations and warranties by both parties. It provides clear instructions for filling out the agreement, including specifying the parties involved and the closing date. Additionally, the form includes sections on indemnification and conditions precedent, ensuring that all legal requirements are met before finalization. This agreement is especially useful for attorneys, partners, owners, associates, paralegals, and legal assistants who are involved in business transactions, as it offers a structured approach to legally binding asset sales. Users can customize the document to reflect their specific circumstances, making it a versatile tool in transactions involving the sale of business assets.