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Complete Home & Office Legal Guide
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Complete Home and Office Legal Guide (Chestnut) (1993).ISO
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1993-08-01
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106 lines
CONTRACT FOR SALE AND PURCHASE
_____________, referred to as the SELLER, and _____________,
referred to as the BUYER, agree:
SELLER owns and operates a computer telecommunications service
operating under the name Saintly BBS. This computer
telecommunications service shall be referred to herein as the
"BBS."
Seller shall sell to buyer, the BBS system, and all assets used
and useful in the business, as described in the attached exhibit
"1."
SELLER further sells to BUYER the accounts receivable described
on the attached exhibit "2." SELLER does not guarantee collection
of the sums, however, SELLER guarantees that the same are legally
enforceable debts and that sufficient documentation .
The physical assets described are provided "AS IS." In the event
that there are any warranties or guarantees provided by the
manufacturer or seller of the product, and the same may be
transferred, such warranties or guarantees shall be the sole
guarantee or warranty. The BUYER has sufficient expertise in the
area of computers and computer software to be classified as a
"merchant" in regard to the equipment sold herein, and has been
given a sufficient opportunity to examine and test the same.
SELLER warrants that it has good and marketable title to the
assets to be conveyed herein and will defend BUYER and BUYER's
assigns from all adverse claims to the property.
The total purchase price shall be $ _________ ( _______________ &
___/100 dollars), allocated as follows:
a) Trade name, goodwill:
b) Equipment:
c) Software:
This transaction shall be closed no later than ___________, with
time being of the essence.
Between the date of execution of this agreement and the closing
of the transaction, the business operations of the BBS shall be
continued in its normal and usual course of business. All
tangible property to be transferred hereunder shall be kept in
good repair, ordinary wear and tear excepted. In the event of the
theft or other destruction or damage to the property which is in
excess of 5% of the total value of the property, then the buyer
shall have the option to either:
a) ratify the transaction and receive an assignment of
collectible insurance proceeds in lieu of any and all other
damages herein;
b) repudiate the transaction and receive a return of any deposits
made hereunder.
BUYER has with the execution of this agreement deposited $
________ ( _____________&___/100 dollars) with SELLER. The
remaining balance due shall be paid in full, in good funds, at
closing.
The parties have not utilized the services of any finder or
broker and in the event that any broker or finder takes legal
action to collect a commission or other compensation due to a
claimed right to such compensation, the party, if any, finally
adjudged to have engaged the services of the broker or finder
shall indemnify the other party from all claims and damages
proximately caused by the transaction with the broker or finder.
This is the entire agreement between the parties and this
agreement may only be revised by a writing executed by both
parties.
Dated: ______________
______________________________________________
_____________
______________________________________________
_____________