VESSEL PURCHASE AND SALES AGREEMENT

Date:_____________________________________
This is an Agreement (the Agreement) made by and between _____________________________________
_____________, a citizen of the United States (the Byer!), and _________________________________
_____________, a citizen of the United States (the Se""er!), owner of the __________________________
___________________, and named _______________________________,!
#$%&____________________________(the '(SS()!)*
The BU+(, and S())(, recognize -ort ."inton Boat Sa"es / Ser0ice (the S())$%1 B,23(,!) and
___________________________________ (the )$ST$%1 B,23(,!) as the bro4ers hand"ing the sa"e of
the '(SS(), and herein referred to co""ecti0e"y as the B,23(,S*!
5* -,$.( A%D D(-2S$T: The S())$%1 -,$.(! sha"" be
______________________________________(_________________) for which the BU+(,
agrees to by and the Se""er agrees to se"" the '(SS(), sb6ect to the terms and conditions set
forth in this Agreement* The sm of ________________
____________(____________________) of the S())$%1 -,$.( sha"" be 7aid as a de7osit (the
(D(-2S$T) 7on e8ection of this agreement* The de7osit sha"" be he"d in escrow by the
S())$%1 B,23(, 7ending reso"tion of this sa"e* The ba"ance of the S())$%1 -,$.( sha"" be
7aid in co""ected fnds at the c"osing* Sho"d the S())(, and BU+(, agree that 7ayment be
made in any other form other than co""ected fnds, they frther agree to 6oint"y and se0era""y
indemnify and ho"d harm"ess the B,23(,(S) in0o"0ed in the transaction from any "oss or
"iabi"ity res"ting from re"iance on se of sch other form f 7ayment*
9* SU,'(+: The BU+(, may ha0e the '(SS() sr0eyed at his e87ense, to 0erify the condition of
the '(SS() and the accracy of the 7ro0ided in0entory*

A* The S())(, agrees that the BU+(, or his agents may e8amine the '(SS() and
in0entory in a nondestrcti0e manner* $f the '(SS() is in the water, the S())(, may sti7"ate
at which boatyard he is wi""ing to ha0e the '(SS() ha"ed to for sr0ey and agrees that de"i0ery
to and from the boatyard for sr0ey, which he herby athorizes, is to be at the S())(,:s so"e ris4
and e87ense*
B* The BU+(, agrees that the sr0eyor(s) sha"" be em7"oyed by the BU+(,* BU+(,
agrees that any and a"" c"aims that may arise regarding the accracy of the sr0ey in the
transaction may not be asserted against the B,23(,(S)*
;* A..(-TA%.( 2< T#( '(SS(): The BU+(, sha"" notify the S())$%1 B,23(, of his
acce7tance of the '(SS() and in0entory, or his re6ection of same* Sch notice sha"" be in writing,
and sha"" be recei0ed no "ater than fi0e o:c"oc4 7*m* "oca" time on ___________________* $f said
notice has not been time"y recei0ed, the BU+(, sha"" be deemed to ha0e re6ected the '(SS()
and in0entory in its 7resent condition, sb6ect to the terms, if any, of 7aragra7h &=* $T $S T#(
BU+(,:S ,(-2%S$B$)$T+ T2 2BTA$% A%+ ASSU,A%.(S #( ,(>U$,(S
,(1A,D$%1 T#( A'A$)AB$)$T+ 2< SAT$S<A.T2,+ <$%A%.$%1 A%D $%SU,A%.(
-,$2, T2 T#( AB2'( ?(%T$2%(D DAT(*
@* T(,?$%AT$2% 2< T#( A1,((?(%T: if the BU+(, gi0es notice of his intention to re6ect
the '(SS() nder the terms of this Agreement, sch notice sha"" constitte termination of the
BU+(,:S ob"igation to 7rchase and the S())(,!S ob"igation to se"", and the BU+(, and the
S())(, both athorize the ())$%1 B,23(, to retrn the de7osit to the BU+(,, after
dedcting any fees and charges incrred against the '(SS() by the BU+(,, or by the
B,23(,S on beha"f of the BU+(,, inc"ding the cost of the sr0ey and re"ated e87enses*
A* CLOSING: The c"osing! on this sa"e sha"" ta4e 7"ace by fi0e o:c"oc4 7*m* "oca" time on or
before ____________________________ at the office of _______________________ at
______________________________________* The c"osing of the sha"" be deemed com7"eted
when:
A* A"" docments necessary to transfer good and abso"te tit"e to the '(SS() ha0e been
recei0ed by the Byer, or by the S())$%1 B,23(, on beha"f of the BU+(,B and
B* The ba"ance of the S())$%1 -,$.( is 7aid in co""ected fnds to the S())(,, or to the
S())$%1 B,23(, for transmitta" to the S())(,*
C* TIME OF ESSENCE: The BU+(, and S())(, e87ress"y recognize and agree that time sha""
be of the essence with res7ect to any and a"" times, dates and dead"ines set forth in this agreement,
inc"ding bt not "imited to those set forth in 7aragra7hs ; and A herein*
=* ADDITIONAL PROVISIONS: ($f none enter %2%( in the s7ace 7ro0ided be"ow* $f more
s7ace is reDired, attach a se7arate addendm*)
OTHER RIGHTS, OBLIGATIONS AND MISCELLANEOUS PROVISIONS
8. SELLERS REPRESENTATIONS: The SELLER warrant an!"#r a$ree a %#&&#w:
A* That he has f"" 7ower and "ega" athority to e8ecte and 7erform this Agreement, that he
has good and mar4etab"e tit"e to '(SS(), and that, if necessary, he wi"" obtain
7ermission, 7rior to the c"osing, from any athority to se"" the '(SS()*
B* That the '(SS() wi"" be so"d free and c"ear of any mortgages, "iens, bi""s, encmbrances
or c"aims whatsoe0er* $f any sch ob"igations remain otstanding at the c"osing, the
S())(, athorizes the S())$%1 B,23(, to dedct the fnds necessary to satisfy
sch ob"igations from the 7roceeds of the sa"e*
.* To de"i0er the '(SS() and its in0entory as acce7ted in 7aragra7h &; on or before
_______________________________________ at
________________________________________________________*
D* To 7ay any and a"" dties, ta8es, fees, or other charges assessed against the '(SS() by
any go0ernmenta" athority 7rior to the c"osing, to ho"d harm"ess and indemnify the
BU+(, and B,23(,S against any c"aims or actions for sch fees, and to 7ro0ide
0a"idation of sch 7ayments at the c"osing, 7on written reDest by the BU+(,*
(* To ho"d harm"ess and defend the BU+(, and B,23(,S against any and a"" c"aims
incrred 7rior to c"osing that may im7air or ad0erse"y affect the BU+(,:s recei7t, se,
and 7ossession of the '(SS(), inc"ding BU+(,:s condition sr0ey of '(SS() and
S())(,:s 7ossession of good and abso"te tit"e to '(SS(), and to assme a"" costs
incident to defending the BU+(, and B,23(,S against sch c"aims, inc"ding their
reasonab"e attorney:s fees*
<* To 7ay B,23(,S the commission as soon as the sa"e is consmmated, and athorizes
the B,23(,S to dedct the commission from 7ayments recei0ed direct"y or indirect"y
from the BU+(,* Sch commission sha"" be ca"c"ated 7on the abo0e stated S())$%1
-,$.( withot regard to sbseDent ad6stments as a res"t of sr0ey or otherwise*
Sho"d the sa"e not be consmmated for any reason, and the S())(, transfers any
interest in the '(SS() to the BU+(,, direct"y or indirect"y, within two years of the
c"osing date of the Agreement (e8ce7t a charter of one month or "ess) then the S())(,
agrees to 7ay the B,23(,S an amont eDa" to the commission which wo"d ha0e
a77"ied to the sa"e for which the Agreement is now created*
'. BU(ER)S REPRESENTATIONS: The BU(ER warrant an!"#r a$ree a %#&&#w:
A* That he has f"" 7ower and "ega" athority to e8ecte and 7erform this Agreement and to
obtain, 7rior to c"osing, if reDired, the 7ermission of any athority to by the '(SS(),
B* T2 D()$'(, T#( <2))2E$%1 AT .)2S$%1:
(5) .o""ected fnds 7ayab"e to the S())(,, or for the S())(,:s accont, in an
amont eDa" to the ba"ance of the S())$%1 -,$.( as set forth in 7aragra7h
&5*
(9) .o""ected fnds 7ayab"e to the B,23(,S, in an amont eDa" to any charges
incrred against the '(SS() by B,23(,S on beha"f of the BU+(,,
inc"ding costs re"ated to sr0ey of the '(SS()*
(;) Any and a"" docments, inc"ding athorization, to com7"ete the 7rchase*
.* To 7ay a"" sa"es andFor se ta8es, now or hereafter, im7osed as a res"t of this sa"e, to
indemnify the S())(, and B,23(,S against any ob"igations to 7ay sch ta8es, and to
frnish 7roof of sch 7ayments, 7on reDest of the B,23(,S*
D* The BU+(, wi"" ha0e the right to 7ossession of the '(SS() on"y 7on com7"etion of
the c"osing*
5G* INTERIM RESPONSIBILITIES: The S())(, sha"" bear a"" ris4 of "oss or damage to the
'(SS(), or to any 7erson or 7ro7erty on said '(SS(), nti" c"osing* Any damages to the
'(SS() sbseDent to acce7tance as set forth in 7aragra7h &;, and 7rior to the c"osing*, sha"" be
re7aired by the S())(, at his e87ense, sb6ect to the a77ro0a" of the BU+(, who has the rite to
reDest a reasonab"e 7rice ad6stment or to cance" the sa"e if sbstantia" damages cannot be
re7aired to his satisfaction* The S())(, agrees not to se the '(SS() after com7"etion of
sr0ey(s) nderta4en on beha"f of the BU+(, e8ce7t to mo0e the '(SS() to a sitab"e storage
"ocation and to condct any sea tria"s reDested by the BU+(,*
55* DEFAULT B( SELLER: The S())(,:s fai"re to de"i0er the '(SS() to the BU+(, or
otherwise to 7erform the terms of the Agreement, de to any reason (inc"ding "oss or sbstantia"
damage to the '(SS() cased by the S())(,:s neg"igence which 7re0ents com7"etion of the
sa"e), sha"" ob"igate the S())(, to 7ay a"" costs and charges incrred in connection with any
sr0ey nderta4en on beha"f of the BU+(,, and to 7ay the B,23(,S the f"" bro4erage
commission which wo"d ha0e otherwise been de 7rsant to 7aragra7h &H<* The S())(,:s
ob"igation is withot 7re6dice to any other rights the BU+(, might a"so ha0e as the res"t of the
S())(,:s defa"t* #owe0er, if the sa"e cannot be com7"eted by the c"osing date de to sbstantia"
damage to the '(SS() not cased by the S())(,:s neg"igence, the S())$%1 B,23(, is
athorized to dedct from the de7osit any fees or charges incrred against the '(SS() by the
BU+(,, inc"ding the cost of sr0ey and re"ated e87enses, and retrn the ba"ance to the BU+(,*
59* DEFAULT B( THE BU(ER: The BU+(, and S())(, agree that the amont of damages
sstainab"e in the e0ent of a defa"t by the BU+(, is not ca7ab"e of ascertainment* Therefore, in
the e0ent that the BU+(,, after acce7ting the '(SS() nder the terms of this agreement, fai"s to
f"fi"" any or a"" of the ob"igations set forth in 7aragra7hs &A and &I, the de7osit sha"" be retained
by the S())(, as "iDidated and agreed damages and the BU+(, and S())(, sha"" be re"ie0ed
of a"" ob"igations nder this Agreement* This sm sha"" be de0ided eDa""y (AGJFAGJ) between
the S())(, and the B,23(,S after a"" e87enses incrred against the '(SS() by the BU+(,
ha0e been 7aid* The B,23(,S: share sha"" not e8ceed the amont the B,23(,S wo"d ha0e
recei0ed had the sa"e been com7"eted*
5;* ARBITRATION OF DISPUTES: Any, dis7te, contro0ersy or c"aim re"ating to the Agreement,
inc"ding bt not "imited to the inter7retation thereof, or its breach or e8istence, which cannot be
reso"0ed amicab"y by the BU+(, and S())(, sha"" be referred to arbitration, which sha"" be the
so"e and e8c"si0e form for reso"tion and sett"ement of any dis7te, contro0ersy or c"aim
between 7arties* The arbitration sha"" be condcted in accordance with the ,"e of the American
Arbitration Association then in force and sha"" be he"d in the city and state of the S())$%1
B,23(,:s office, n"ess BU+(, and S())(, mta""y agree 7on another 7"ace* Any award
of the arbitra" athority sha"" be fina" and binding 7on the BU+(, and S())(, with res7ect to
a"" dis7tes, c"aims, or comtro0ersies therein and the BU+(, and S())(, sha"" com7"y withot
de"ay* The aritra" athority sha"", in its award, fi8 and award the costs and reasonab"e attorney:s
fees to the 7re0ai"ing 7arty of the arbitration* The award of the arbitra" athority may be enforced
by any cort ha0ing 6risdiction o0er the oartyagainst which the award has been rendered or
where assets of the 7arty against which the award has been rendered and "ocated* The BU+(, and
S())(, frther nderstand and agree that arbitration sha"" be the so"e and e8c"si0e form for
reso"0ing any dis7te, contro0ersy or c"aim re"ating to the Agreement and that neither 7arty sha""
resort to any cort e8ce7t to com7e" arbitration, refer Destions of "aw or to confirm, 0acate or
modify any sch award*
5@* BRO*ER REPRESENTATION: The S())(, and BU+(, each ac4now"edge that the
S())$%1 B,23(, re7resents the BU+(,, and the )$ST$%1 B,23(, re7resents the
S())(,, each re7resenting the 7arty that the res7ecti0e bro4er has broght to this transaction*
The S())(, and the BU+(, a"so ac4now"edge and agree that in the case of a so"e B,23(,,
sch B,23(, re7resents the interest of both the S())(, and the BU+(, and that sch
re7resentation sha"" not render the agreement 0oidab"e*

5A* LEGAL FEES: Sho"d the )$ST$%1 B,23(, or the S())$%1 B,23(, become 7arty to any
"itigation or Arbitration in0o"0ing this Agreement and fond not to be at fa"t, it is agreed that the
B,23(,(S) sha"" be reimbrsed for costs and attorney:s fees by the 7arty(s) fond to be at fa"t*
+,. MISCELLANEOUS PROVISIONS: th- A$ree.ent ha&&:
A* Be constred and inter7reted in accordance with, and the arbitra" athority sha"" a77"y,
the sbstanti0e and 7rocedra" "aw of the State of the S())$%1 B,23(,:s 7rinci7a"
office*
B* .onstitte the entire Agreement between the BU+(, and S())(,, and s7ersedes a""
7rior discssions, agreements and nderstandings of any natre between them, and may
not be changed or added to e8ce7t by agreement in writing and signed by a"" 7arties
in0o"0ed*
.* Be binding 7on and sha"" inre to the benefit of and be enforceab"e by the sccessors in
interest of the BU+(, and S())(,, inc"ding bt not "imited to heirs, e8ectors,
administrators or assigns*
D* Sr0i0e the c"osing of the transaction and sha"" not be merged in or otherwise be affected
by the e8ection, tender, de"i0ery or acce7tance of the Bi"" of Sa"e or any other
docments re"ated to this transaction e8ected or de"i0ered at or sbseDent to the
c"osing*
5=* NO /ARRANTIES: T#( BU+(, (K-,(SS)+ A1,((S T#AT %2 EA,,A%T$(S 2,
,(-,(S(%TAT$2%S, (K-,(SS(D 2, $?-)$(D, #A'( B((% 2, E$)) B( ?AD(
D$,(.T)+ 2, $%D$,(.T)+ B+ T#( S())(, 2, T#( B,23(,(S) AS T2 T#(
.2%D$T$2% 2, .A-AB$)$T+ 2< T#( '(SS()2, $TS $%'(%T2,+* T#( BU+(, A)S2
,(.21%$L(S A%D A.3%2E)(D1(S T#AT '(SS()S A%D T#($, $%'(%T2,+ ?A+
#A'( B2T# A--A,(%T A%DF2, #$DD(% D(<(.TS A%D T#( BU+(, A..(-TS
,(S-2%S$B$)$T+ <2, D(T(,?$%$%1 T#( .2%D$T$2% 2< T#( '(SS(), $TS
$%'(%T2,+, A%D T#( (K$ST(%.( 2< A%+ D(<(.TS*
$% E$T%(SS E#(,(2< the BU+(, and S())(, ha0e herento 7"aced their signatres as of the date
written be"ow*
BU+(, E$T%(SS DAT(
BU+(, E$T%(SS DAT(
S())(, E$T%(SS DAT(
S())(, E$T%(SS DAT(