|
Reel Deal Yachts Listing Broker: Francesca Perez Agreement Date: February 15, 2024 Deal #: TEST-2024-001 |
Purchase and Sale Agreement
|
BUYER(S): John Smith & Jane Smith 123 Ocean Blvd, Miami, FL 33139 Email: john.smith@example.com |
SELLER(S): Robert Johnson 456 Marina Way, Fort Lauderdale, FL 33316 Email: bob.johnson@example.com |
| Make/Model: | 2023 Azimut Grande 27 Metri | Hull ID (HIN): | AZI27M12345678 |
| Vessel Name: | La Dolce Vita | Official/Reg #: | 1234567 / FL 1234 AB |
| Length: | 88 | Flag: | USA |
| Engine(s): | 2 x MAN V12-1900 (3800 HP Total) | ||
|
|
STANDARD TERMS AND CONDITIONS
1. AGREEMENT TO SELL AND BUY. Seller agrees to sell and Buyer agrees to buy the Vessel described herein, including all gear, machinery, equipment, furnishings, and other appurtenances deemed part of the Vessel, subject to the terms and conditions set forth in this Agreement.
2. DEPOSIT. Upon execution of this Agreement, Buyer shall deposit the "Earnest Deposit" with the Listing Broker (or Escrow Agent). These funds shall be held in a segregated escrow account. If the transaction proceeds to closing, the Deposit shall be applied to the Purchase Price.
3. SURVEY AND INSPECTION. Buyer shall have the right, at Buyer's sole expense, to inspect the Vessel, conduct a marine survey, and perform a sea trial on or before the "Accept/Reject Date".
(a) Acceptance: If Buyer is satisfied with the Vessel, Buyer shall sign an "Acceptance of Vessel" notice.
(b) Rejection: If Buyer is not satisfied, Buyer may reject the Vessel in writing. In such event, this Agreement shall be terminated, and the Deposit shall be immediately refunded to Buyer in full, less any incurred costs for the survey.
(c) Failure to Notify: If Buyer fails to provide written notice of acceptance or rejection by the Accept/Reject Date, the Buyer shall be deemed to have REJECTED the vessel.
4. CONDITION OF VESSEL. Unless otherwise agreed in writing, the Vessel is sold in "AS-IS" condition. Seller makes no warranties, express or implied, regarding the condition of the Vessel or its fitness for a particular purpose, except that Seller warrants they have good and marketable title.
5. CLOSING. Closing shall occur on or before the "Closing Date". At Closing:
(a) Buyer shall pay the Balance to Close via wire transfer.
(b) Seller shall deliver all necessary documents to transfer clear title (Bill of Sale, Warranty of Title, etc.), free of all liens and encumbrances.
6. DEFAULT.
(a) Buyer's Default: If Buyer fails to perform under this Agreement after removing contingencies, the Seller's sole remedy shall be to retain the Deposit as liquidated damages. The parties agree that this amount is reasonable compensation for taking the Vessel off the market.
(b) Seller's Default: If Seller fails to perform, Buyer may seek specific performance or the return of the Deposit plus reimbursement of reasonable survey expenses.
7. BROKERAGE COMMISSION. Seller agrees to pay the Brokers the commission agreed upon in the separate Listing Agreement. Buyer and Seller acknowledge that the Brokers listed herein are the procuring cause of this sale.
8. TAXES. Buyer is responsible for all sales taxes, use taxes, and registration fees associated with the purchase and registration of the Vessel.
9. GOVERNING LAW & ARBITRATION. This Agreement shall be governed by the laws of the State of Florida. Any dispute arising out of this Agreement shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association or the Yacht Brokers Association of America (YBAA).
10. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements or representations. It may only be modified by a written Amendment signed by both parties.
THIS DOCUMENT IS LEGALLY BINDING. IF NOT UNDERSTOOD, SEEK LEGAL COUNSEL.