Buying or selling a business — or its assets — and you need the real contract, not just a handshake or the letter of intent? A purchase agreement — also called an asset purchase agreement (APA), a business purchase agreement, a purchase and sale agreement, a stock / equity purchase agreement, or a buy-sell agreement — is the DEFINITIVE contract a buyer and seller sign to actually transfer a business or its assets: it's what an LOI matures into and what actually closes the deal. PaperKit builds the right one: pick what's being bought — ASSET PURCHASE (specified assets of the business), EQUITY / STOCK PURCHASE (the shares or membership interests of the entity itself), or the whole BUSINESS as a GOING CONCERN — then set how the price is paid, which rewrites the money: CASH AT CLOSING, SELLER FINANCING (installments over a term at interest, with the monthly payment worked out for you and a promissory-note recital), or CASH + a SELLER NOTE. It does the arithmetic — purchase price − deposit / earnest money = balance, then the cash-at-closing and financed portions and the monthly payment on any seller note — and lays in every clause a purchase agreement expects, each toggleable: the purchase & sale, exactly what transfers and what's excluded, the price and payment, an optional purchase-price allocation, assumed (or excluded) liabilities, closing, representations & warranties, an escrow / holdback, a non-compete / non-solicitation with a term and area, a transition / consulting period, the conditions to closing (due-diligence and financing contingencies), indemnification, governing law and extra terms. It's self-drafted: the buyer reviews and e-signs online, the seller accepts and counter-signs on the signature line, and you download the clean PDF, with an optional notary block. (This is a template, not legal advice; business-sale, securities, tax, employment and bulk-sales rules vary by deal and by state — confirm yours before relying on this form.)
The big lever — it decides what actually transfers and how the purchase section reads.
Asset purchase — the buyer purchases specified assets of the seller's business (equipment, inventory, contracts, IP, goodwill), leaving the entity and its liabilities behind.
The lever that rewrites the money — cash at closing, seller-financed installments, or cash plus a seller note.
Cash + seller note — part cash at closing plus a seller note for the financed portion, paid in monthly installments. Set the note amount, term and rate below.
Purchase price − deposit / earnest money = balance. The payment structure decides how the balance is paid. Leave the price at 0 to omit the money recital.
The purchasing party. You draft and e-sign; the seller accepts and counter-signs.
The selling party. They accept and counter-sign on the signature line.
Turn on what applies. Reps & warranties, a non-compete and a due-diligence contingency are on by default.
A real, section-by-section purchase agreement. The deal type reshapes what transfers; the payment structure rewrites the money. Publish to get a hosted link the buyer can e-sign online.
$9/mo — remove the DRAFT watermark + “Made with PaperKit” badge, unlimited clean-PDF purchase agreements, and Pro across every tool.
A purchase agreement is a template for convenience, not legal advice. It is a definitive, binding contract — business-sale, securities, tax, employment, bulk-sales and licensing rules vary by deal and by state, and equity and financed deals raise added requirements. PaperKit is not a law firm and records electronic execution via the signer's typed name; confirm your requirements before relying on this form.