When a business sells assets—equipment, inventory, customer lists, intellectual property, or other operational items—both parties need clear documentation of what is being transferred and under what conditions. An asset purchase agreement (APA) defines the purchase price, identifies included and excluded assets, and documents the closing requirements that must be met to complete the transfer.
Without a structured agreement, disputes can arise over hidden liabilities, incomplete asset lists, condition of equipment, transfer timing, employee transition responsibilities, or whether certain intangible assets were included. Free asset purchase agreement templates and forms in Word provide professional, editable formats that help buyers and sellers document asset transactions consistently.
This guide includes 37+ free asset purchase agreement templates suitable for small business sales, equipment transfers, inventory acquisitions, digital asset purchases, and larger asset-only transactions.
What Is an Asset Purchase Agreement?
An asset purchase agreement is a legal contract in which a buyer purchases specific assets from a seller rather than buying the entire company entity.
A standard asset purchase agreement typically includes:
- Buyer and seller identification
- Definitions and interpretation section
- List of purchased assets (and attached schedules)
- Excluded assets and excluded liabilities
- Purchase price, allocation, and payment terms
- Closing date and closing deliverables
- Representations and warranties (both parties)
- Conditions precedent to closing
- Assignment/transfer of contracts and permits (if applicable)
- Non-compete/non-solicitation terms (where appropriate)
- Confidentiality obligations
- Dispute resolution, governing law, and signatures
APAs are widely used when buyers want specific assets without assuming all liabilities.
Why Use Free Asset Purchase Agreement Templates?
Using free asset purchase agreement templates provides key advantages:
- Clear documentation of included vs excluded assets
- Better protection against unintended liabilities
- Structured pricing and payment terms for closing clarity
- Consistent checklists for schedules and attachments
- Faster drafting and review workflows
- Editable Word format for negotiation and customization
Templates support cleaner transactions with stronger documentation.
37+ Free Asset Purchase Agreement Templates and Forms (Word)
Below is a curated collection of asset purchase agreement templates, grouped by transaction type and clause focus.
Core and General Asset Purchase Agreement Templates (1–14)
- Standard Asset Purchase Agreement Template
- Simple Asset Purchase Agreement
- One-Page Asset Purchase Agreement
- Editable Asset Purchase Agreement (Word)
- Small Business Asset Purchase Agreement Template
- Asset Purchase Agreement with Asset Schedule Attachment
- Asset Purchase Agreement with Excluded Assets Section
- Asset Purchase Agreement with Closing Checklist
- Asset Purchase Agreement Starter Template
- Asset Purchase Agreement Execution Checklist
- Asset Purchase Agreement Cover Page Template
- Asset Purchase Agreement + Bill of Sale Bundle
- Asset Purchase Agreement with Payment Schedule Attachment
- Universal Asset Purchase Agreement Pack
Business Assets, Equipment, and Inventory Templates (15–26)
- Equipment Asset Purchase Agreement Template
- Inventory Purchase Agreement Template
- Asset Sale Agreement for Tools and Machinery
- Office Equipment Asset Purchase Agreement
- Vehicle/Commercial Fleet Asset Purchase Agreement (Basic)
- Restaurant Equipment Asset Purchase Agreement
- Construction Equipment Asset Purchase Agreement
- Medical/Clinic Asset Purchase Agreement (Basic)
- Retail Store Asset Purchase Agreement (Inventory + Fixtures)
- Warehouse Asset Purchase Agreement Template
- Asset Purchase Agreement with Inspection and Condition Notes
- Bulk Asset Transfer Agreement Template
Intangibles, IP, Closing Terms, and Legal Addendums (27–37+)
- Intellectual Property Asset Purchase Agreement (Basic)
- Customer List and Goodwill Transfer Addendum
- Website/Digital Asset Purchase Agreement Template
- Software License Assignment Addendum (Basic)
- Non-Compete and Non-Solicitation Addendum (Where Appropriate)
- Confidentiality Clause Addendum
- Representations and Warranties Schedule Template
- Closing Conditions and Deliverables Checklist
- Post-Closing Transition Support Addendum
- Dispute Resolution and Arbitration Addendum
- Asset Purchase Agreement Termination Notice Template
- Complete Asset Purchase Agreement Templates Pack
- Final APA Review Checklist
Why Use Word Format for Asset Purchase Agreements?
Asset purchase agreements are negotiated documents that often require schedules, revisions, and attachments.
Word format advantages include:
- Easy editing for asset lists, exclusions, and pricing terms
- Simple revision tracking during negotiation
- Flexible attachments for schedules and closing checklists
- Print-ready signing and professional formatting
- Reusable templates across different asset transaction types
Word supports clean drafting workflows for both buyers and sellers.
Best Practices for Asset Purchase Agreements
To create stronger asset purchase documentation:
- Use detailed asset schedules with serial numbers and condition notes
- Clearly list excluded assets and excluded liabilities
- Define purchase price allocation when multiple asset categories exist
- Document inspection rights and acceptance criteria
- Require clear closing deliverables (titles, assignments, keys, access)
- Address contract assignment and third-party consent needs
- Include transition support terms when the buyer needs handover help
- Keep a closing checklist and signed copies of all schedules
Strong schedules and clear exclusions reduce transaction risk.
Common Mistakes to Avoid
When preparing asset purchase agreements, avoid:
- Vague asset lists that omit serial numbers or key identifiers
- Not clarifying excluded liabilities and responsibilities
- Missing inspection and condition acceptance rules
- No closing checklist for required transfer documents
- Forgetting IP, domain access, or digital credentials transfer terms
- Under-documenting transition responsibilities after closing
Most asset disputes arise from incomplete schedules and unclear transfers.
Frequently Asked Questions
What’s the difference between an asset purchase and a share purchase?
An asset purchase transfers selected assets. A share purchase transfers ownership of the business entity, often including its liabilities.
Should an asset purchase agreement include an asset schedule?
Yes. A schedule is essential for listing assets clearly and preventing confusion.
Why use Word templates for APAs?
Word templates are easier to customize, negotiate, and attach schedules and closing checklists.
Can an asset purchase agreement include intangible assets like websites or customer lists?
Yes, but the agreement should define exactly what is transferred and include access/credential transfer steps.
Does an APA require a separate bill of sale?
Sometimes. Many transactions use both: the APA defines terms, while the bill of sale confirms transfer at closing.
Conclusion
Asset purchase agreements are essential for documenting business asset sales clearly—especially when included assets, exclusions, pricing allocation, and closing steps must be detailed. The 37+ free asset purchase agreement templates and forms in Word in this guide provide professional, editable formats to structure asset transfers, protect both parties, and reduce disputes.
With the right template, buyers and sellers can complete transactions with stronger documentation, clearer expectations, and cleaner closing workflows.

