SALES AGREEMENT

This Sales Agreement (this “Agreement) is entered into as of the ___ day of ______.
20____. By and between _________________________________ a corporation
formed under the laws of ______ located at ___________________________ (“Seller)
and ___________________ a partnership formed under the laws of ______ located at
_________________________________ (“Buyer”). Each Seller and Buyer may be
referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
WHEREAS, Seller owns certain Good, as defines below, and Seller under the terms
and conditions set forth in this Agreement.
WHEREAS, Buyer desires to purchase the Goods offered for sale by Seller under the
terms and conditions set forth in this Agreement.
NOW THEREFORE, in consideration of the mutual promises and for other good and
valuable consideration exchanged by the Parties as set forth in this Agreement,
intending to be legally bound, hereby mutually agrees as follows:
1. Sale of Goods. Seller agrees to sell, transport and deliver to Buyer, and Buyer agrees to
purchase the following items in the following quantities andat the prices (the “Goods”):

Description of Goods Quantity Price

2. Purchase Price. Buyer will pay to seller for the Property and for all obligations
specified in this Agreement, if any, as the full and complete purchase price including any
applicable sales tax, the sum of $ ________________________ USD (the “Purchase
Price”).
3. Payment. Payment of the Purchase Price will be made by Buyer to Seller by
cash, according to the following schedule:
a. $ ______ upon the execution of this Agreement.
b. Equal installment payments of $ _______ payable on the 1 st of each
month until the Purchase Price is paid in full.
4. Taxes, Buyer will be responsible for filling all required sales and use tax returns
in connection with the transfer cost and expenses that arise as a result of the transfer of
the Property. Seller will pay all personal property taxes associated with ownership of the
Property and accrued for the period ending on the Effective Date and Buyer will pay all
such personal property taxes that accrue thereafter.
5. Delivery. Buyer will be entitle to take possession of the Property on the ___ day
of _____. 20____. If delivery is to be made at a date after the Effective Date, it is
Seller’s duty to ensure the Property is delivered in the same condition as when last
inspected by Buyer.
6. Miscellaneous. This Agreement shall be binding upon the Parties and their
respective heirs, successors and assigns. The provision of this Agreement are
severable. If any provision is held to be invalid or unenforceable, it shall not affect the
validity or enforceability of any other provision. The section heading are for reference
purposes only and shall not otherwise affect the meaning, construction or interpretation
of any provision of this Agreement. This Agreement constitutes the entire agreement
between the Parties and supersedes any and all prior oral or written agreements or
understandings between the Parties concerning the subject matter of this Agreement.
This Agreement may be executed in one or more counterparts, each of which shall be
deemed an original and all of which together shall constitute one and the same
document.
7. Acceptance. Buyer will have the right to inspect the goods upon receipt, and
within two (2) business days after delivery, buyer must give notice to seller of any claim
for damages on account of condition, quality, or grade of the goods, and Buyer must
specify the basis of the claim in detail. Failure of Buyer to comply withthese conditions
will constitute irrevocable acceptance of the goods by Buyer.
8. Charges. Seller shall invoice Buyer upon and for each shipment. Buyer shall pay
all charges on terms of Net 30 Days Receipt of goods. Overdue invoices shall also bear
interest at the rate of ____% per ________. If Seller undertakes collection or
enforcement efforts. Buyer shall be liable for all costs thereof, including attorney fees. If
Buyer is in arrears on any invoice, Seller may, on notice to Buyer, apply the deposit
thereto and withhold further delivery until the deposit and all arrearages are brought
current.
9. Warranty. Seller warrants that the goods sold hereunder are new and free from
substantive defects in workmanship and materials. Seller’s liability under the foregoing
warranty, express or implied, is made by seller and none shall be imputed or presumed