Agreement to sell business
Business buy sell agreement
AGREEMENT TO SELL BUSINESS
Agreement made this _________day of _________, 20__ by and between
____________________ and _____________________ (doing business as
_____________________.) of ________________________ ____________________
(hereinafter referred to as "Seller") and _________________________________ (hereinafter referred to as the "Buyer").
Whereas the Seller desires to sell and the Buyer desires to buy the business of a
certain _______________________ now being operated at ____________________________ and
known as ______________________ and all assets thereof as contained in Schedule "A" attached
hereto, the parties hereto agree and covenant as follows:
1. The total purchase price for all fixtures, furnishings and equipment is $___________ Dollars
payable as follows: (a) $____________ paid in cash; certified or bank checks, as a deposit upon
execution of this Agreement, to be held by ________________________. (b) $___________ additional
to be paid in cash, certified or bank checks, at the time of passing papers. (c) $_________ to be paid
by a note of the Buyer to the Seller, bearing interest at the rate of _____ percent per annum with an
option of the Buyer to prepay the entire outstanding obligation without penalty. Said note shall be
secured by a chattel mortgage and financing statement covering the property to be sold hereunder,
together with any and all other property acquired during the term of said note and placed in or within
the premises known as __________________________ ____________________.
2. The property to be sold hereunder shall be conveyed by a standard form Bill of Sale, duly executed by the Seller.
3. The Seller promises and agrees to convey good, clear, and marketable title to all the property to be
sold hereunder, the same to be free and clear of all liens and encumbrances. Full possession of said
property will be delivered in the same condition that it is now, reasonable wear and tear expected.
4. Consummation of the sale, with payment by the Buyer of the balance of the down payment and the
delivery by the Seller of a Bill of Sale, will take place on or before
______________,20__.
5. The Seller may use the purchase money, or any portion thereof, to clear any encumbrances on the
property transferred and in the event that documents reflecting discharge of said encumbrances are not
available at the time of sale, the money needed to effectuate such discharges shall be held by the attorneys
of the Buyer and Seller in escrow pending the discharges.
6. Until the delivery of the Bill of Sale, the Seller shall maintain insurance on said property in the amount that
is presently insured.
7. Operating expenses of _____________________ including but not limited to rent, taxes, payroll and water
shall be apportioned as of the date of the passing of papers and the net amount thereof shall be added to or
deducted from, as the case may be, the proceeds due from the Buyer at the time of delivery of the Bill of Sale.
8. If the Buyer fails to fulfill his obligations herein, all deposits made hereunder by the Buyer shall
be retained by the Seller as liquidated damages.
9. The Seller promises and agrees not to engage in the same type of business as the one being sold
for_______ years from the time of passing, within a __________ radius of ___________________________.
10. A Broker's fee for professional services in the amount of _________________($________) Dollars is due
from the Seller to_________, provided and on the conditions that papers pass.
11. The Seller agrees that this Agreement is contingent upon the following conditions: (a) Buyer obtaining a
Lease on the said premises or that the existing Lease be assigned in writing to the Buyer. (b) Buyer obtaining
the approval from the proper authorities (Town and State) of the transfer of all necessary licenses to the
Buyer. (c) The premises shall be in the same condition, reasonable wear and tear expected, on the date of
passing as they are currently in.
12. All of the terms, representations and warranties shall survive the closing. This Agreement shall bind and
inure to the benefit of the Seller and Buyer and their respective heirs, executors, administrators, successors
and assigns. 13. If this Agreement shall contain any term or provision which shall be invalid or against public
policy or if the application of same is invalid or against public policy, then, the remainder of this Agreement
shall not be affected thereby and shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed in triplicate on the day
and year first above written.
SELLER:
________________________________________________________
BUYER:
________________________________________________________
BROKER:
________________________________________________________ |
Forms Home Page
More forms in this category:
Buying and Selling
Bill of Sale
Agreement to Sell Business
Bill of Sale of Business
Demand of Delivery
Exclusive Right to Sell
Notice of C.O.D. Terms
Open Listing Realty Agreement
Product Defect Notice
Quitclaim Bill of Sale
Quitclaim Deed
Warranty Bill of Sale
Warranty Deed
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