When a group of assets that is a trade or business is purchased for a lump sum, the price assigned to each asset may be determined by using any of the following rules, except: Calculator A make the allocation among the assets in the following order: (1) cash, demand deposits, etc.; (2) certificates of deposit, U.S. government securities, readily marketable stock or securities, and foreign currency; (3) Section 197 intangibles (other than goodwill and going concern value); and (4) any excess is allocated to tangible assets based on fair market value. B the seller and the buyer may make a specific allocation to each asset if it is based on the value of each asset and the seller and the buyer have adverse interests. C make the allocation among the assets in proportion to (but not in excess of) their fair market value on the purchase date. D the seller and the buyer may make a written agreement to allocate the consideration or the fair market value of any asset. The agreement is binding on both parties unless the IRS determines that the amounts are not appropriate