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Purchase agreement / English starting point

Asset purchase agreement template

Free small business asset purchase agreement in Word and PDF, including schedules for assets, liabilities, disclosures and closing deliverables.

For buyers, sellers and transaction advisersUpdated

Document preview

Preview of Asset purchase agreement
Page 1 of 14

What’s included

  • Purchased and excluded assets and assumed or excluded liabilities
  • Price, allocation, deposit and settlement arrangements
  • Warranties, disclosures, indemnity terms and closing conditions
  • Consents, employees, transition and closing deliverable schedules

Editable Word · PDF

A starting point for the actual deal.

An asset purchase needs an explicit description of what is being transferred and what is excluded. This agreement supplies a structure for the price, liabilities, warranties, conditions and closing exchange. The schedules are an essential part of the document. Local transfer, employee, tax and registration requirements need separate review for the particular business.

Generic English edition. Governing law and transaction details require your review.

How to use this template

  1. Confirm that an asset purchase is the intended structure.
  2. Complete every relevant schedule and identify supporting evidence.
  3. Have advisers review allocation, liabilities, conditions and transfer formalities.
  4. Coordinate execution, payment and actual delivery using a closing checklist.

Common questions

Is this interchangeable with a stock purchase agreement?

No. This form addresses specified assets and agreed liabilities. A stock purchase transfers ownership interests in a company and has different consequences.

Can I leave the schedules empty?

The schedules identify the actual deal. Complete them or expressly mark a genuinely inapplicable item with a reason. A generic agreement without its transaction details is incomplete.

Keep the next step in view.

Use the business buying guide for the full process, or review the due diligence guide for deeper checks.

Download the general buyer checklist PDF

These English resources are general starting points. Adapt them to the business, transaction and governing law with your advisers. They are not jurisdiction-specific legal documents or a substitute for professional advice. Free to adapt for your own business or transaction. Redistribution as a template product is not included.