A long-form agreement for the purchase and sale of a division or line of business of a private US corporation, drafted in favor of the seller. It can be used by a seller when it has control of the initial draft (such as in an auction) or as a reference when reviewing a buyer's initial draft. This Standard Document assumes, among other things, a single corporate buyer and a single corporate seller. It also assumes that the signing and closing of the transaction are not simultaneous. This Standard Document has integrated notes with important explanations, drafting and negotiating tips, and market trend information.