Statement Regarding Absence of Creditors
1. Sale of Business Assets
I make this statement in connection with the sale by __________, Seller, to _________,
Buyer, of the assets of the business known as ___________________.
2. No Security Interests
The assets that Seller is transferring to Buyer today by a Bill of Sale are free of all
security interests and other liens and encumbrances, except for the security interest
granted today by Buyer to Seller.
3. No Creditors
Seller has paid all debts and liabilities of Seller's business. There are no debts or
liabilities of the [choose one: Seller/Seller's partners/Seller's members/Seller's
shareholders] that affect Seller's assets or the right of Seller to transfer the assets to
4. No Claims
There are no claims or liens either disputed or undisputed against Seller [optional: or the
Seller's (choose one: partners/ members/ shareholders)] that affect Seller's assets or the
right of Seller to transfer the assets to Buyer.
If, contrary to Clauses 2, 3, or 4 of this Statement there are any security interests or other
liens, debts, liabilities, or claims that affect the assets, Seller will immediately remove the
encumbrances or liens; pay the debts, liabilities, or claims; and indemnify, defend, hold
harmless, and protect Buyer from any loss or liability arising out of such security interest,
lien, debt, liability, or claim.
_____________________, a _________________
Printed name: _________________
Certificate of Acknowledgment of Notary Public
State of ___________________ )
County of _________________ )
On ____________, __________, before me, _____________________, a notary public
in and for said state, personally appeared _____________________, personally known to
me (or proved to me on the basis of satisfactory evidence) to be the person whose name is
subscribed to the within instrument, and acknowledged to me that he or she executed the
same in his or her authorized capacity and that by his or her signature on the instrument,
the person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public for the State of ___________
My commission expires __________