The Asset Purchase Agreement is a comprehensive legal document designed for transactions in which a buyer acquires assets from a seller, specifically within Bexar. This agreement outlines the terms and conditions under which the seller, a corporation, sells various assets, including equipment and goodwill, while clearly excluding certain liabilities and assets. Key features include the definition of purchased and excluded assets, the purchase price allocation, and the payment structure. The form also includes essential representations and warranties, covenants of both parties, and conditions for closing. Filling and editing instructions emphasize clear identification of parties, the correct allocation of values, and precise dates for payments and closing. This document is particularly useful for attorneys, partners, owners, associates, paralegals, and legal assistants involved in asset acquisitions, providing a structured framework for negotiations and ensuring legal compliance throughout the transaction process.