Contract for the Purchase and Sale
of a Business
1.
City Capital
Corporation and/or assigns [hereinafter “Buyers”]
agree to purchase from Mr. Paul Kwon [hereinafter
“Sellers”] the business, including all equipment,
fixtures, goodwill, inventory , trademarks, trade names and
leasehold rights, known as: Blue Ridge Cleaners and located
at: 12009-12011 E 43rd St. Kansas City, MO
64133.
2.
The purchase price of
One Hundred Forty Eight Thousand Dollars ($148,000.00) shall
be paid as follows:
$20,000.00
deposit paid to
Kansas Secured Title the date of this fully executed
Agreement to be applied to purchase price at closing.
$128,000.00 Balance of said purchase price paid
via certified funds on February 27, 2009.
See
“Contingencies to Purchase Offer”
(Attached)
$148,000.00
Total Purchase
Price
3.
The closing shall take
place at 10:00 o’clock A.M. on or before March 12,
2009 at the office of Kansas Secured Title .
4.
Closing costs, including
attorney’s fees, shall be shared equally by the Buyers and
Sellers.
5.
The full purchase price
shall include assets valued at $85,200.00 , which are
itemized in the document attached hereto and titled
“Agreement to Allocate Purchase Price”.
6.
The Sellers warrant that
at the time physical possession of the business is delivered to the
Buyers, all the equipment will be in satisfactory working order and
that the premises of said business will pass all inspections
necessary to conduct the business.
7.
The Buyers and Sellers
agree to execute all documents necessary to conclude this
transaction, including, where applicable, assignments of leases,
contracts, licenses, operating agreements or other such documents
necessary to fulfill the parties’ intent.
8.
This Purchase Agreement
is contingent upon the terms and conditions contained in the
document attached hereto and titled “Contingencies” to
Purchase Agreement Date:
9.
This Purchase Agreement
is further conditioned upon the terms and conditions contained in
the document attached hereto and titled “Additional
Considerations of Purchase Agreement Dated:”
10.
This document and the
attachments hereto contain the entire understanding of the parties
and there are no additional oral agreements, understandings or
representations relied upon by the parties. Any modifications
must be in writing and signed by all parties.
11.
The Sellers warrant that
there is a clear and marketable title to the business being sold
except as mentioned above, and that they are not aware of any
claims, litigation or governmental investigations affecting the
operation of the business or any assets being sold.
12.
The Sellers shall be
reimbursed at closing for any security deposits or future rents
which have been paid by Sellers prior to closing.
13.
The sales tax on
fixtures and equipment, if any, shall be paid by the
Buyers.
14.
In case any litigation
is necessary to collect any sum due the Broker, the Buyers and
Sellers, jointly and severally, agree to pay the expenses incurred
by the Broker in connection with such suit, including
attorney’s fees.
15.
If the Sellers fail to
accept this agreement on presentation, then the Buyers may revoke
this agreement.
ALL DEPOSITS SHALL BE
HELD BY KANSAS SECURED TITLE WHO, AT THEIR OPTION, MAY HOLD
THE BUYERS’ DEPOSIT CHECK IN AN UNCASHED FORM UNTIL ALL OF
THE CONTINGENCIES OF THIS SALE HAVE BEEN SATISFIED
BUYERS AND SELLERS
INDIVIDUALLY ACKNOWLEDGE RECEIPT OF A COPY OF THIS
AGREEMENT.
THIS IS A LEGALLY
BINDING DOCUMENT. READ IT CAREFULLY. IF YOU DO NOT UNDERSTAND IT,
CONSULT AN ATTORNEY.
THE BROKER IS NOT
AUTHORIZED TO GIVE LEGAL ADVICE.
Buyers hereby agree to
buy on the terms set forth above. Sellers herby agree to buy
on the terms set forth above.
Dated:
02/27/09
Time: 1:20 PM
EST
Dated:
02/27/09
Time:
BUYER Kinta L.
Dixon
SELLER Paul I.
Kwon
BUYER /s/ Kinta
Dixon
SELLER /s/ Paul
Kwon
Address: 2000 Mallory
Lane, Ste. 301
Address: 425 NE Oaks
Ridge
City
Franklin
State TN
Zip 37067
City Lee’s
Summit State MO Zip 64064
Telephone:
919-824-2357
Telephone:
An independently owned
and operated member of Prudential Real Estate Affiliates,
Inc.
AGREEMENT TO ALLOCATE PURCHASE
PRICE
This document has
legal consequences. If you do not understand it, consult your
attorney.
This Agreement to
Allocate Purchase Pr