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Agreement-Seller-Your_Business_Sells_IT_or_Capital_Equipment

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									[From: Free Document Downloads at TheSmallBusinessOwnersManual.com]


This document should be used as a purchase agreement when
the company is selling IT or capital equipment.


The following text of this document should be reviewed and
edited to fit your purposes.


[Find, then fill-in, or delete text in brackets like this: “[NNN]”


If there are dates in this document, they will automatically change to today’s date.


For additional assistance mailto:LegalHelp@TheSmallBusinessOwnersManual.com or
call 888/872-6601.


Otherwise the following text should be reviewed and edited as needed:
PURCHASE AGREEMENT


This Agreement, (the "Agreement") is made and ed into by and between [PURCHASER]
(“Purchaser"), [ADDRESS], and [SELLER] "Seller") [ADDRESS].

Seller agrees to sell, and the Purchaser agrees to Purchase, the following equipment
("Equipment"):

PRODUCT ID        DESCRIPTION                          UNIT        QTY      EXTEND.
                                                       PRICE                PRICE

                                                                   1
                                                                   1
                                                                   4
                                                                   40
                                                                   2
                                                                   1
                  SHIPPING                                         1
TOTAL

Offer: This agreement is valid until 5:00pm PST, [DATE].

Purchase Price and Terms of Payment: Payment in full due within 25 days after receipt of
all Equipment and installation and acceptance for maintenance by [N]. If, however,
Purchaser does not arrange for install of the Equipment, payment is due 30 days after
receipt of the Equipment.
-or-
Purchase Price and Terms of Payment: $[N] payment in full due within 20 days after
receipt of all Equipment and installation and acceptance for maintenance by [N]. If,
however, Purchaser does not arrange for install of the Equipment, payment is due 30 days
after receipt of the Equipment.
-or-
Purchase Price and Terms of Payment: $[N] payment in full (cashiers check or wire
transfer) before shipment. Note: SELLER does not pay wire-transfer fees. SELLER
must receive the amount shown above, without deductions for wire transfer fees from
Purchasers’ bank.
-or-
Purchase Price and Terms of Payment: $[N] F.O.B. U.S.; shipment will be released
upon irrevocable and confirmed letter of credit to the bank of Seller described below;
Seller will arrange for crating; the Equipment will be ready for pickup on or before
[DATE].
Crating and Shipping: Seller will arrange for crating; Seller will provide shipment of all
equipment to the Delivery Address shown herein; Seller will provide Equipment as new;
Seller will provide Equipment as new or provide proof of maintenance certification by
vendor [N]; the Equipment will be delivered on or before 30 days after execution and
facsimile return of this document by Purchaser to Seller [FAX].

Special Terms: Seller will arrange for deinstall and crating by vendor [N]; Seller will
provide proof of maintenance certification by vendor [N]; Seller will provide a shipping
and insurance quotation to [N]; Seller will provide Purchaser with shipping weight and
dimensions; EQUIPMENT MUST BE AVAILABLE FOR SHIPMENT ON OR
BEFORE THE CLOSE OF BUSINESS ON [DATE].
Delivery Address:
        [ADDRESS]




Dealer Sales/Use Tax Exemption - Purchaser warrants that the Equipment will be resold
in the form of tangible personal property and is therefore exempt from sales and/or use
taxes, provided, however, that in the event any of such property is used for any purpose
other than retention, demonstration, or display while holding it for sale in the regular
course of business, it is understood that Purchaser is required by the Sales and Use tax
laws to report and pay for the tax, measured by the purchase price of such property.
Purchaser hereby certifies that Purchaser holds a valid sellers permit, number [N] issued
for the purchase of computer equipment under the laws of the state of [STATE].


For PURCHASER (sign):                                     For SELLER (sign):



Print Name:                                               Print Name:

Title
Date:                                                     Date:


TERMS AND CONDITIONS
The risk of loss or damage shall be upon Seller until release of the Equipment to
Purchaser. Thereafter, the risk of loss shall be upon Purchaser. Title to the Equipment
shall remain with the Seller until the total purchase price is paid.
Purchaser shall bear (i) all taxes, however designated, which are levied or based on this
Agreement, the Equipment, or the sale thereof including state and local sales, use,
privilege, VAT, import/export taxes, duties and levies including any amounts paid or
payable by Seller in respect of the foregoing, exclusive, however, of taxes based on net
income; and (ii) all charges for and incident to installation of the Equipment.
Seller warrants and represents to Purchaser that at the time of delivery it shall have good
title to the Equipment free and clear of all material liens, claims and encumbrances. The
Equipment shall be in used condition. Seller further warrants that the Equipment will be
eligible for a maintenance agreement by the manufacturer. Purchaser is responsible for
requesting from the manufacturer a maintenance agreement prior to using the Equipment.
Purchaser shall, upon delivery of the Equipment, inspect the Equipment and notify the
Seller, in writing, within thirty (30) days of delivery, of any defects in the Equipment.
Failure of Purchaser to so notify Seller shall constitute an acceptance of the Equipment
and waiver of all defects and/or nonconformities in the Equipment. Purchaser's failure to
advise Seller within this time period will release Seller from any liability for damages.
Seller shall not be liable for any failure or delay in furnishing the Equipment, materials or
labor resulting from fire, explosion, flood, storm, Act of God, government acts, orders or
regulations, hostilities, civil disturbance, strike, or shipping facilities or delay of carriers.
Seller makes no express or implied warranties of any kind, including those of
merchantability, durability, or fitness for a particular purpose or use with respect to the
equipment and expressly disclaims the same. Seller shall have no liability to Purchaser
or any other party for any claim, loss, damage, or expense of any kind caused, in whole
or in part, by (1) inadequacy of the Equipment for any particular purpose; (2) the use or
performance of the Equipment; (3) any interruption or loss of service, use, or
performance of the Equipment; (4) any delay in delivery; (5) any loss of business or other
consequential damages resulting from the foregoing. Notwithstanding the foregoing,
Purchaser will be entitled to the benefit of any applicable manufacturers’ warranties
associated with the equipment to the extent assignable from Seller to Purchaser.
This Agreement shall be governed by and construed in accordance with the laws of the
[STATE] and shall be deemed to have been ed into in [CITY].
This Agreement is the complete and final agreement of the undertaking of Seller and
Purchaser. There are no representations, warranties, condition, or collateral agreements
with respect to the sale of the Equipment except as expressly herein stated. Further, each
term of this Agreement is severable. If a court, agency, or arbitrator having jurisdiction
determines that any term is invalid or unenforceable under applicable law, that
determination will not affect the other terms of this Agreement, which other terms will
continue to be enforced as if the invalid or unenforceable provisions were omitted.
Neither party to this Agreement may offset amounts owed under this Agreement with
other amounts owed between Seller and Purchaser.
This Agreement, including any photocopy or facsimile thereof, may be signed in two or
more counterparts, all of which shall constitute one and the same writing. Photocopy
and/or facsimile signatures of authorized representatives of the parties to this Agreement
are legally binding.
The Seller may, upon written notice to Purchaser, provide the Equipment with different
serial numbers than those shown if it is in the best interest of both Purchaser and Seller to
do so. Any such substitute Equipment will meet or exceed the specifications of the
original Equipment ordered by Purchaser.
In the event that either Party defaults under the terms of this Agreement, the opposing
Party shall be entitled to recover its reasonable attorney fees and expenses in addition to
any other remedy at law or in equity.
Purchaser recognizes that (1) failure to accept delivery of the Equipment pursuant to the
terms of this Agreement; (2) failure to pay all or part of the Purchase Price including
taxes when due pursuant to the terms of this Agreement; (3) if Purchaser becomes subject
of any proceeding under the bankruptcy act, commences receivership, ceases doing
business in the ordinary course, sells, conceals, removes, damages or destroys the
Equipment or attempts to do so, or, (4) if Purchaser otherwise fails to perform any of its
obligations herein, this will subject Seller to substantial damages due to the time and
expenses incurred by Seller. In the event of any of the aforementioned, Seller may (1)
terminate this Agreement immediately, (2) remove or repossess any or all of the
Equipment hereunder with or without notice or demand; (3) retain all payments; (4) seek
to recover damages; and (4) exercise any and all such remedies on a non-exclusive basis
as may be conferred upon it by law.
Purchaser shall pay on demand interest, at the lesser of 12% per annum or the highest rate
permitted by law, on all amounts which remain unpaid twenty (20) days after the due
date.

IN WITNESS WHEREOF, Purchaser and Seller have duly executed and delivered this
Agreement as indicated on page 1 hereof.
FOR EXHIBIT B, BILL OF SALE
SEE
[Document Downloads at TheSmallBusinessOwnersManual.com]
Agreement- Bill of Sale

								
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