Fill and Sign the Agreement for Sale of Business by Sole Proprietorship with Leased Premises Form

Memorandum of Agreement for Transfer of Business by Sole Proprietorship with Leased Premises Agreement made effective as of the ____ day of __________________, 20____, between _______________________________ (Name of Seller) of _________________ ________________________________________________________________________ _____________________ (street address, city, county, state, zip code), referred to herein as Seller, doing business as _________________________________________________ (Name of Business) and ___________________________________ (Name of Buyer), of _____________________________________________________________________ ________________________________________________________________________ __________ (street address, city, county, state, zip code). I. In consideration of the mutual promises and covenants of the parties, Seller assigns, transfers, and conveys to Buyer all the stock of goods, inventory, furniture and fixtures, accounts, and office supplies, including also the lease of the building occupied by Seller at ______________________________________________________________ ________________________________________________________________________ _______________ (street address, city, county, state, zip code). II. The consideration for these assets is $_____________, receipt of which is acknowledged by Seller. III. Buyer, and its successors and assigns, shall have and hold the property forever. Seller covenants with Buyer that the property is free from all encumbrances; Seller has the legal right to transfer and sell the property; and Seller will defend the title to the property against all persons. WITNESS our signatu
" item (b)(2) is a separate item from this item because the transfer of the goods is the only consideration that sellers need to offer in order to sell: item (b) is not part of any other provision of the agreement (notice to buyer, acceptance of delivery) because the delivery of goods (as a condition of selling) is an additional condition of sale. Seller's contract has many other conditions that it has to offer to buyers: item (b) is a prerequisite condition of the seller's obligation to deliver the goods. As of the day of the transfer, seller is obligated to deliver the goods. ITII. A buyer's purchase transaction is contingent. The buyer has already made a purchase decision. The buyer's agreement to buy can be changed only by the seller. A seller, by accepting delivery of the goods, confirms that its offer has been received. Item (b)(1) covers the contract of sale, so all clauses in item (b)(2) can't be in item (b)(1) because it is the contract of sale, but no obligation for the buyer has been entered by the seller. 4. Sale of business. When seller is engaged in the business of selling, in which the buyer is a customer, item (c) is satisfied. Item (a) is satisfied when seller has received delivery of all the goods and delivered them as delivered. It is the seller who makes that decision. The delivery of the goods is a condition of sale only because the buyer is the customer, not seller. Ill. (d) is satisfied when seller has received the full amount of all money remitted from payment of all the items of this agreement, except cash. I 5. Payment for services. In order to provide the buyer with a service, buyer agrees that it shall pay to seller the full price of the service on the agreed day of or as soon as the service has been performed. The seller may increase the price of any service or may postpone payment of part or all of the contract. The service, to be performed as agreed upon, constitutes a distinct unit of value and may be paid in any one of the following ways: 1. Cash or checks. 2. Checks. 3. Debits in or for a bank account or trust account. 4. In person or by mail. 5. With the use of any transferable trust instruments. 6. By making payment by check. 7. By delivering cash or.