Fill and Sign the Option Business Form

Option to Purchase a Business Agreement made on the ___ day of __________, 20___, between _______________ of (street address, city, county, state, zip code) , referred to herein as Optionor, and ________________ , a corporation organized and existing under the laws of the state of _____________, with its principal office located at (street address, city, county, state, zip code) , referred to herein as Optionee. I. Grant of Option In consideration of $_____________ and other good and valuable consideration paid by Optionee, the receipt of which is acknowledged, Optionor grants to Optionee the option (the Option ) to acquire the (name or type of business) of Optionor at (street address, city, county, state, zip code) including the real property on which the business is conducted and all fixtures, stock in trade, good will, and other assets of the business, as constituted on the date on which notice of the exercise of the option is served on Optionor. II. Term of Option The Option shall be effective as of the date of this Agreement and shall expire on (date) , unless previously exercised by Optionee or its assigns. III. Exercise of Option The Option may be exercised at any time during its term, by written notice to Optionor, specifying the suggested date for closing the sales transaction, which date shall occur at least ___days, but no more than _____days, subsequent to the date of the notice. IV. Purchase Price The purchase price shall be $_________. This price shall be payable in cash upon the delivery of the deed and bill of sale and other documents necessary to transfer the real property on which the business is conducted and all fixtures, stock in trade, good will, and other assets of the business to Optionee. V. Casualty Losses If, prior to any transfer of Optionor's business under this Agreement, any part of it shall be destroyed or damaged by fire or other casualty, the purchase price shall be abated to the extent or amount of the loss, unless reconstruction or replacement shall have been effected by Optionor. If the parties are unable to agree on the amount of the loss, the amount of the loss shall be ascertained and determined by an appraisal made by three appraisers, one of whom shall be appointed by each party and the third by the two appraisers chosen by the parties. VI. Conduct of Business During the term of the option, Optionor will carry on business in the usual and ordinary manner to and including the closing date of the sale, if any, or any extension of that date, and will not enter into any unusual contracts or make any unusual commitments affecting the operation of the business beyond the closing date without the consent of Optionee. During the term of the option, Optionee, through its agents and representatives, shall have full and complete access, at all reasonable times, to the premises and to all the books and records of Optionor. VII. Notices Notices to be given or served under this Agreement shall be deemed duly served if delivered personally or mailed by registered mail to the following addresses: A. Notices to Optionor: to John Doe of (street address, city, county, state, zip code) . B. Notices to Optionee: to (e.g., President) at John Doe of (street address, city, county, state, zip code). VIII. Modification No modification or amendment of this Agreement shall be effective unless the modification or amendment shall be in writing and signed by the parties. IX. Binding Effect This Option Agreement shall be binding on and shall inure to the benefit of the parties and their successors and assigns. X. Entire Agreement This Agreement contains all of the understandings of Optionor and Optionee relating to the subject matter of the Agreement, and supersedes and cancels any prior understandings and agreements between the parties, whether relating to the sale of the business or otherwise. XI. Law Governing This Agreement shall be governed by the laws of state of _____________. XII. Mandatory Arbitration Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The arbitration shall be governed by the rules of the American Arbitration Association then in force and effect. WITNESS our signatures as of the day and date first above stated. NAME OF CORPORATION ________________________ By_______________________ (Name of Seller) (Name & Office in Corporation)