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Purchase and sale of business form

Preliminary Details

1. Client

Vendor Purchaser

Surname
Given Names
Address
Phone(H)
  
(Wk)
(Mobile)
Fax
Occupation

2. Other party

Vendor Purchaser

Surname
Given Names
Address
Phone

3. Business Agent

Name
Contact Person
Address
Telephone
  
Fax
Sole/exclusive agency up to
(date)
Commission
  
Dollars (or basis)

4. Solicitor for other party

Vendor Purchaser

Firm
Contact Person
Address
DX
Phone
  
Fax

5. Client's Accountant

Firm
Contact Person
Address
Phone
  
Fax

6. Business

Owner of business
General nature of business
Address
Phone
Capital gains tax liability on disposal: Yes No

Mortgages/charges over business held by

Amount owing
Dollars ($ )

Vendor’s capacity/title:

Bankruptcy Liquidation (Pending Imminent ) Receiver Mortgagee
Executor Trustee

Vendor’s reasons for selling


Purchaser’s reasons for buying


Urgency of sale/purchase

Client requires professional evaluation of business: Yes No

Evaluation by   

Business Name Registration No
Registered to   (date)

Transfer business name to purchaser: Yes No

Details of any trade name, product name, trade mark included in sale

Details of any trade name, product name, trade mark included in sale

Sale price Dollars($ )

Deposit    % payable to as stakeholder

to be invested with   

proceeds to accrue to

Finance   required from

Terms    

Contract conditional: Yes No

Security: business, lease, personal guarantees by

Business Assets

GOODWILL

1. Restraint of trade

Persons to be restrained on behalf of Vendor: Yes No

Key Employees

Notes of instructions

Confidential Information/Secrets: Yes No

Details

2. Tuition

Before completion: Yes No

Details

After completion: Yes No

Details

3. Vendor's conduct before completion

(a) Purchase further stock without purchaser’s consent Yes No
(b) Offer stock for sale at reduced prices Yes No
(c) Hold sale Yes No
(d) Hold closing down sale Yes No
(e) Employ additional staff Yes No
(f) Discontinue regular advertising on business Yes No

4. Customers/Clients

(a) Client list available Yes No
(b) Client list provided to purchaser upon completion Yes No
(c) Purchaser to have benefit of work in progress, unfulfilled orders and customer enquiries Yes No
(d) Professional practice, client records, files, completed and current matters to pass to purchaser Yes No

If yes to (d) conditions attached

5. Trial of Business

Trial of Business: Yes No

Details

6. Representations relating to business

Details

Included in agreement: Yes No

PLANT, CHATTELS AND FIXTURES

1. Plant, Chattels and Fixtures

(a) Itemised list with values attributed to each item attached Yes No

i. Checked by client   Yes No

(b) Items subject to chattel lease/mortgage Yes No

Details

(c) Lease/mortgage to be assigned to Purchaser Yes No
(d) Lease/mortgage to be paid out by Vendor Yes No
(e) Fixtures removable under lease Yes No
(f) Service contracts/warranties Yes No
i.Details

(g) Contractual provision required relating to condition or repair of plant on completion

Yes No
i. Details

STOCK-IN-TRADE/WORK IN PROGRESS

1. Stock-in-trade/work in progress

(a) Description

(b) Inclusions/Exclusions

(c) Purchaser's right to reject in excess of
Dollars($ )

(d) Basis of

(e) Basis of determining value of raw materials, unfinished goods, incomplete matters

(f) Retention of title provision: Yes No

(g) Stocktaker

(h) Arrangement by vendor for payment of creditors at time of completion: Yes No

i. Details

CONTRACTS, LICENCES AND SERVICES

1. Contracts, Licences and Services

(a) Contracts involving vendor to be assigned to purchaser

(b) Licences, permits, authorisations held by vendor in respect of business or premises

(c) Telephone Number

Fax Number

to be transferred to purchaser: Yes No

BOOKS DEBTS

1. Book debts

(a) Arrangements relating to Vendor's credit sales, lay-by sales, book debts

LEASE

1. Lease

(a) Arrangements relating to Vendor's credit sales, lay-by sales, book debts

(b) Term years from

(c) Option for renewal years from

(d) Title details Registered No

(e) Lessor of

(f) Lessor’s Solicitors of

i. Contact Person

ii. DX

iii. Phone Fax

(g) Mortgagee of property

(h) Mortgagee’s consent to lease: Yes No

(i) Mortgagee’s consent required on assignment of lease: Yes No

(j) Rent ; Rent Review: Yes No

(k) Guarantors for lease

(l) Lease to be assigned/surrendered: Yes No

i. Details

(m) Purchaser to obtain new lease: Yes No

i. If yes:
1. New lease term

2. Option for years at rent of Dollars ($ )

3. Other conditions

(n) Guarantors for purchaser as lessee

OTHER ASSETSS INCLUDED IN SALE

1. Other Assets included in sale

Liabilities

Liabilities

(a) Any requirements relating to warranties, product liability, for period before completion of sale: Yes No
i. Details

Employees

1. Details of employees intended to be re-employed by purchaser

Name

Commencement of employment
Description of Position

(a) Situation regarding superannuation   

(b) Situation regarding long service leave

(c) Require service agreement: Yes No

(d) Service agreement a condition of sale: Yes No

i. If yes, please provide details

Notices, Orders, Proposals Affecting Business or Premises

Rates, taxes and outgoings to be apportioned on completion

Between Vendor and Purchaser: Yes No

Between Lessor and Lessee: Yes No

Notes of other instructions