[From: Free Document Downloads at TheSmallBusinessOwnersManual.com] This document should be used when your Small Business is purchasing equipment since terms are generally favorable to purchaser. 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.
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Otherwise the following text should be reviewed and edited as needed:
PURCHASE AGREEMENT
This Agreement, (the "Agreement") is made and entered into by and between [ENTER PURCHASER (“Purchaser"), [ENTER ADDRESS], and [ENTER SELLER] "Seller") [ENTER ADDRESS]. Seller agrees to sell, and the Purchaser agrees to Purchase, the following equipment ("Equipment"): PRODUCT ID DESCRIPTION UNIT PRICE QTY EXTEND PRICE
SHIPPING TOTAL Offer: This agreement is valid until 5:00pm PST, [DATE].
1 1 4 40 2 1 1
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: Title Date:
Print Name:
Date:
TERMS AND CONDITIONS Seller agrees to sell, and Purchaser agrees to purchase, the equipment described or Page 1 (the "Equipment"), on and subject to the terms and conditions of this Agreement. All associated cabling, connectors, terminators, and other features, components, accessories and technical documentation normally associated with this Equipment will be furnished by Seller. Seller further agrees to sell and assign to Purchaser all of Sellers rights and interest under the equipment maintenance agreement entered into between Seller and vendor [N]; Seller shall provide Purchaser with a copy of its most recent equipment maintenance agreement. Seller warrants and represents to Purchaser that at the time of delivery: (a) it shall have good title to the Equipment free and clear of all liens, claims, encumbrances of whatever kind and description; and (b) all of the Equipment shall be free from all material defects.
Seller shall make good to Purchaser on deficiencies to this Agreement. Defective equipment will be exchanged at no cost to Purchaser if returned to Seller within 60 days after receipt by Purchase including return-shipping. Transfer of title and risk of loss shall occur upon receipt of the Equipment. Seller agrees to provide Purchaser with a duly executed Bill of Sale in the form of Exhibit A hereto containing a clause warranting good title free and clear of all liens and encumbrances in the form of Exhibit A attached hereto. Time shall be of the essence in the performance of the obligations of Purchaser and Seller hereunder. In the event that this Agreement and/or the Equipment is not delivered in a timely manner and as required herein, Purchaser shall have in addition to any other remedy available to it, the right to cancel this Agreement and receive from Seller the return of any deposit or other moneys previously paid by Purchaser to Seller. This agreement shall be governed by the laws of the state of [PURCHASE STATE] and shall be considered as having been entered into in [PURCHASER CITY OF COUNTY]. This agreement contains the entire agreement between the parties in connection with the purchase of the Equipment, and all prior and collateral agreements with respect to the subject matter hereof are merged herein. Except as stated herein this Agreement may only be amended, canceled, discharged or terminated in writing signed by authorized officials of both parties hereto. 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. The headings and article titles to this Agreement are not part of this Agreement and shall have no effect upon the construction or interpretation of any part thereof. Further, 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. 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. 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