The Asset Purchase Agreement is a critical legal document used in Michigan for the sale of business assets. It outlines the terms under which a buyer can acquire assets, including equipment, inventory, and goodwill, from a seller, while clearly stating which liabilities are not assumed by the buyer. Key features include detailed sections on the assets purchased, payment structure, representations and warranties, covenants, and closing conditions. Users must fill in specific information such as the purchase price and names of the parties involved. The agreement is particularly useful for attorneys, partners, and owners involved in business transactions, as it provides a clear framework for negotiations and protects the interests of all parties. Paralegals and legal assistants will benefit from understanding the specific clauses to aid in the drafting and editing process. Legal professionals can leverage the agreement for various use cases, including mergers, acquisitions, and business dissolutions, ensuring compliance with Michigan state laws.