An asset purchase agreement is the legal document that will govern the transfer of ownership of a business's assets from the seller to the buyer. An Asset Purchase Agreement is a legally binding contract between a buyer and a seller that details the terms and conditions of the sale of a business's assets.Purchase and Sale of Assets. Clearly describe the assets being sold, list any excluded assets, and specify the purchase price and payment terms. An APA, or Asset Purchase Agreement, is a contract in which a buyer and seller agree to the transfer of ownership for an asset at an agreed price. Asset purchase agreements can be a useful way to create a new business while leaving unwanted resources and potential issues with the seller. THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and entered into as of. The letter of intent and the Asset Purchase Agreement should identify the assets and the purchase price. An asset purchase agreement (APA) is a written legal document that formalizes purchasing a business or substantial commercial asset. A corporation can make an election to treat a qualifying stock purchase as an asset purchase for federal income tax purposes.