Sale of business of directory publisher. Agreement made this _________ day of _________, _________, between A who is the owner and publisher of city directories for the cities of W, X, Y, and Z in the state of _________, and B who desires to purchase ownership from A, witness: 1. A does sell, assign, transfer and set over unto B certain assets consisting of _________ and all of the goodwill and pertaining to the publishing of a city directory for each of the communities above named, for the sum of _________ dollars and the further sums provided to be paid by B to A. 2. In addition to the sum of _________ dollars above mentioned, B shall pay to A for each of the publications the following amounts: City of W, state of _________ City of X, state of _________ City of Y, state of _________ City of Z, state of _________ $.................................................................................................... $.................................................................................................... $.................................................................................................... $....................................................................................................
which amounts A represents to be approximately _________ percent of the total sales made by A on the last edition of each of books within the state of _________; it being understood and agreed that each of books shall constitute a separate and distinct transaction. It is agreed that B shall have the privilege of examining and auditing the sales records and accounts of A on the above books if B shall so desire, and in the event such examination discloses that such amounts do not approximate such percentage of sales within _________ percent, the price shall be adjusted accordingly. 3. A shall immediately deliver to B a copy of A's patronage list, all information, data, enumeration lists and other records of any nature whatsoever pertaining to the publication of each such directory, excepting only A's books of account, which shall or may in any way be of assistance to B in the publication of subsequent issues of such directories. A shall also turn over to B any directory libraries now maintained in any of the above-mentioned communities, and also such copies of the last edition of each of directories as may be in A's possession and which may be needed by B in B's preparation of B's first edition of any such directory. 4. As part of the consideration for this agreement, A specifically agrees that except as to collections for past sales, A will not directly or indirectly, for a period of _________ years from and after the final payment of the purchase price set out, engage in the publication of any directory of any nature whatsoever for any of the communities which B has purchased under this agreement. In addition, A will not in any manner become involved with any other person or firm which is in competition with B as to any publication, but A will endeavor to the best of A's ability to protect and advance the interests of B as publisher of each directory. ------ fn ------