This Sales Contract is a generic contract that can be used to record the sale of goods between a buyer and a seller. This contract allows the buyer to pay a down payment and pay the balance of the purchase price using monthly installment payments. Customize the information of the parties, the goods being sold, the purchase price, the method of delivery, and more. This agreement is ideal for individuals or small businesses that want to buy or sell goods on an installment payment basis.
Sales Contract This Sales Contract is a generic contract that can be used to record the sale of goods between a buyer and a seller. This contract allows the buyer to pay a down payment and pay the balance of the purchase price using monthly installment payments. Customize the information of the parties, the goods being sold, the purchase price, the method of delivery, and more. This agreement is ideal for individuals or small businesses that want to buy or sell goods on an installment payment basis. SALES AGREEMENT THIS SALES AGREEMENT (hereinafter referred to as the “Agreement”), is made on ______________________ [Instructions: Insert the date] by and between ___________________ [Instructions: Insert the Seller’s name] (hereinafter referred to as the “Seller”) of _____________________________________ [Instructions: Insert the Seller’s address] and ___________________ [Instructions: Insert the Buyer’s name] (hereinafter referred to as the “Buyer”) of _____________________________________. [Instructions: Insert the Buyer’s address] WHEREAS, Buyer wishes to acquire the goods set forth in Exhibit “A”, attached hereto and incorporated herein (the “Goods”), from Seller; and subject to the terms and conditions hereof, Seller desires to transfer Seller’s entire right, title and interest in and to the Goods to Buyer. NOW, THEREFORE, in consideration of good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Seller and Buyer hereby agree as follows: 1. PURCHASE PRICE In consideration of Seller’s transfer of right, title and interest in and to the Goods, Buyer shall pay to the purchase price set forth in Exhibit “A” (the “Purchase Price”), which shall be paid by Buyer as follows: a. A down payment in the amount of ___________ Dollars ($_____) [Instructions: Insert the down payment amount] (the “Down Payment”), which shall be due and payable upon the execution of this Agreement; and b. The balance of the Purchase Price (i.e. ___________ Dollars ($_____) [Instructions: Insert the balance of the purchase price]), together with compound interest, accruing from the date hereof until paid in full, at the rate of ___________ (__%) per annum [Instructions: Insert the interest rate] (the “Balance”), which shall be due and payable as follows: i. Commencing on ______________ [Instructions: Insert the date the Buyer will start making monthly payments] and continuing until the entire Balance, including the principal and all interest accrued, is paid in full, Buyer shall make monthly installments of ___________ Dollars ($____) [Instructions: Insert the Buyer’s monthly payment amount] per month (each a “Monthly Installment”), payable on the ___________ [Instructions: Insert the day of the month that payment is due e.g. “first” or “tenth”] day of each month (“Installment Due Date”). The entire Balance, including the principal and all interest accrued, shall be due and payable in full on or before ______________. [Instruction: Insert the final date of payment] ii. Buyer reserves the right to prepay the Balance, in whole or in part, with no prepayment penalty. All payments, when paid, shall be applied first to the payment of accrued interest and then the remainder thereof to principal. All computations of interest will be made by © Copyright 2014 Docstoc Inc. registered document proprietary, copy not 2 Seller on the basis of a three hundred sixty five (365) days year, for the actual number of days elapsed in the relevant period. In no event shall interest to be paid hereon exceed the maximum rate permitted by applicable law and, if, for any circumstances whatsoever fulfillment of any of the provisions of this Agreement shall require exceeding such maximum rate, the obligation to be fulfilled shall be reduced to the limit thereof; any sums received by Seller in excess of such maximum rate shall be applied to the unpaid principal of the Balance. 2. SALE OF THE GOODS Upon execution of this Agreement and Seller’s receipt of the Down Payment, Seller shall sell, transfer, assign, deliver, set over and convey to Buyer all of Seller’s right, title and interest in and to the Goods in perpetuity (or for the longest period of time otherwise permitted by law), all subject to Seller’s security interest in the Goods pending complete payment of the Balance and Seller’s rights upon Buyer’s default hereunder. 3. DELIVERY OF THE GOODS The costs of delivery of the Goods shall be included in the Purchase Price. Seller shall cause the goods to be delivered to _________________ [Instructions: Insert the Courier’s name] on or before _______________ [Instructions: Insert the delivery date] for ________________ [Instructions: Insert the type of shipment] delivery to Seller. Seller shall bear the risk of loss for the Goods until the Goods are delivered to Seller and shall obtain appropriate shipping insurance for the Goods. It is acknowledged that time is of the essence in the performance of this Agreement. 4. TAXES Sales tax shall be included in the Purchase Price. Buyer shall be responsible for all other taxes, whether federal, state or local, that arise as a result of the sale of the Goods. 5. REPRESENTATIONS AND WARRANTIES a. Seller represents and warrants that: (i) Seller is the legal owner of the Goods; (ii) the Goods are free from all liens, encumbrances liabilities, and adverse claims of any nature (individually and collectively, “Adverse Claims”); (iii) Seller has the full right and authority to sell, transfer, assign, deliver, set over and convey the Goods to Buyer; and (iv) Seller shall indemnify and hold harmless Buyer from and against any damage or liability, including reasonable attorneys' fees and legal expenses actually incurred and paid by Buyer for or on account of any charge, claim, suit or proceeding that alleges or is based upon an Adverse Claim with regard to the Goods; b. Except as otherwise represented and warranted in the prior subparagraph, the parties acknowledge and expressly agree that the Goods is being sold on an “as is, where is” basis, without warranty of any kind, whether express or implied, regarding the condition of the Goods. Buyer’s purchase of the Goods shall be conclusive evidence that Buyer has inspected the Goods and found the Goods satisfactory in all respects. Any defects, whether patent or latent, © Copyright 2014 Docstoc Inc. registered document proprietary, copy not 3 and all repairs are the sole responsibility of the Buyer. Seller neither assumes, nor authorizes any other person or entity to assume on its behalf, any liability in connection with the sale of the Goods. Seller's disclaimers of warranty do not affect the terms or applicability of any warranty from the Good’s manufacturer that may be applicable to the Goods. c. Except as otherwise expressly provided in this Agreement, the parties acknowledge and expressly agree that Seller shall not be liable for any direct, indirect, incidental, special or consequential damages, of any nature resulting from the use or the inability to use the Goods. Buyer hereby expressly waives any right to direct, indirect, incidental, special or consequential damages for claims disputes and other matters arising out of or relating to this Agreement and/or the Goods. Notwithstanding anything to the contrary contained herein, Seller’s maximum liability to Buyer arising hereunder shall be limited to the sums paid by Buyer to Seller hereunder. 6. INSPECTION Upon delivery of the Goods, Buyer shall have a reasonable opportunity to inspect the Goods to determine if the Goods conform herewith. In the event that, during the course of such inspection, Buyer determines that the Goods (or any portion thereof) are non-conforming, Buyer may return the non-conforming Goods to Seller at [Instruction: Choose one] Buyer’s /// Seller’s expense, provided that Buyer provides Seller with written notice of such non-conformity and returns the non-conforming Goods within ___________ (__) [Instruction: Insert the number of days a party has to inspect goods] days following such notice. Upon receipt of the non- conforming Goods, Seller shall have ___________ (__) [Instruction: Insert the number of days a party has to inspect goods] days to remedy such defect by either: (a) if feasible, providing substitute conforming goods; or (b) returning to Seller the pro-rated portion of the Purchases Price. 7. DEFAULT a. Buyer shall be deemed to have defaulted on this Agreement if: (i) Buyer fails to make a Monthly Installment payment by or before the applicable Monthly Installment Date and such failure continues for a period of ___________ (__) [Instruction: Insert the number of days Buyer has to make payments] days following such date; (ii) Buyer voluntary or involuntary files a petition for relief under the United States Bankruptcy Code, or any other proceeding is initiated for the general relief of Buyer’s debtors; or (iii) Buyer executes an assignment for the benefit of Buyer’s creditors or a receiver, custodian, trustee, or similar party is appointed to take possession of the Buyer’s assets or property. b. In the event that Buyer defaults on this Agreement, all of the unpaid principal balance hereof, together with all accrued but unpaid interest, shall be due and payable, at the option of the Seller. Failure to exercise this option shall not constitute a waiver of the right to exercise the same in the event of any subsequent default. Upon such default, Buyer shall pay all reasonable costs of collection, including without limitation, court costs, reasonable attorney’s fees and expenses, and all other expenses of collection permitted by law. Buyer expressly © Copyright 2014 Docstoc Inc. registered document proprietary, copy not 4 waives presentment, protest and demand, notice of protest, demand and dishonor and nonpayment of this Agreement as well as all other notices of any kind. 8. MISCELLANEOUS a. All notices and/or requests for approvals ("notices") that either party hereto is required or may desire to give to the other party shall be given in writing by addressing the same to the other party at the addresses set forth above or at such other address as may be designated in a notice to the other party. Notices shall be made by personal delivery, courier, or by certified U.S. mail, return receipt requested, postage prepaid. Notice shall be deemed given on the date of delivery to the other party. b. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. Notwithstanding the foregoing, neither party shall assign or transfer any of its benefits or obligations arising hereunder without the other party’s prior written consent. c. In the event that any provision or part of this Agreement shall be deemed void or invalid by a court of competent jurisdiction, the remaining provisions or parts shall be and remain in full force and effect. d. This Agreement constitutes the entire agreement between the parties hereto with respect to the specific subject matter hereof and supersedes all prior agreements or understandings of any kind with respect to the specific subject matter hereof. e. Any modification to this Agreement must be in writing and signed by the parties or it shall have no effect and shall be void. f. No failure by either party to pursue any remedy resulting from a breach of any provision of this Agreement by the other party shall be construed as a waiver of that breach or as a waiver of any subsequent or other breach unless such waiver is in writing and signed by an authorized representative of the non-breaching party. g. This Agreement shall be governed in accordance with the laws of the State of ________________, [Instructions: Insert the state’s laws that will govern this agreement] applicable to agreements to be wholly performed therein, without giving effect to its laws governing conflict of laws. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first set forth above. SELLER: BUYER: __________________________ __________________________ __________ [Instructions: Insert name] __________ [Instructions: Insert name] © Copyright 2014 Docstoc Inc. registered document proprietary, copy not 5 EXHIBIT “A” 1. THE GOODS Good Name Description Good Number 2. PURCHASE PRICE Price of Good: $__________ [Instructions: Insert good price] Sales Tax: $__________ [Instructions: Insert sales tax] Delivery Cost: $__________ [Instructions: Insert delivery cost] PURCHASE PRICE: $__________ [Instructions: Insert purchase price] © Copyright 2014 Docstoc Inc. registered document proprietary, copy not 6
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