The Asset Purchase Agreement is a legal document used in Utah for the transaction of assets between a seller and a buyer. This form facilitates the sale of specific assets, such as equipment, inventory, and goodwill while clearly outlining excluded assets, which can include accounts receivable and cash. It includes provisions for purchase price allocation, payment terms, and conditions precedent to closing. Users are instructed to complete relevant sections, such as asset descriptions and payment amounts, ensuring clarity and completeness. This form is particularly useful for attorneys, partners, business owners, associates, paralegals, and legal assistants involved in asset transactions, offering a structured approach to facilitate negotiations, protect interests, and comply with legal requirements. Key use cases include mergers and acquisitions or the purchase of a business's operational assets, providing a foundation for formalizing agreements and protecting parties involved in the transaction.