Seller Listing Agreement

I, I "the vendor", confirm that I am the true legal owner or authorised vendor of the business known as "the business", or have the express authorisation to enter all contracts on behalf of the true vendor to effect the sale of the business.

2. I hereby appoint BizSales “the Brokerage”, as my Exclusive and Sole Agent with the Exclusive and Sole Right to sell the above named Business, including all its’ assets from the date undersigned, and continually thereafter until sold or until the expiry of the Contract Period. The brokerage hereby accepts this appointment on this basis.

3. The Brokerage hereby agrees to list/offer for sale and to use its’ best efforts in the ordinary course of business to introduce ready, willing and able purchasers of the business, and to facilitate them in the purchase of the Business.

4. The Vendor confirms that all relevant facts, figures and other information and all additional supporting documentation has been provided to the brokerage, and he acknowledges that the brokerage will rely upon such when describing and promoting the business to potential purchasers without making any investigation into the accuracy and completeness of such representations. The Vendor hereby confirms and warrants that all this information is accurate, true, complete and not misleading in all material respects with no material omissions. The Vendor agrees to inform the brokerage should cease to be the case. If the business contains a lease, the Vendor confirms that he has obtained the leasor’s agreement (if applicable) to re-assign the lease to a suitable purchaser.

The Vendor confirms and warrants that the business operation is now, and shall remain, in full compliance with all laws, rules and regulations regarding the operation and sale of the business described above, and that he has freely entered into this agreement.

The Vendor grants the brokerage the right to discretely advertise and show the business during normal business hours or by appointment with the Vendor. The Vendor will co-operate fully with the Brokerage in the marketing of the Business and progressing the Sale to completion. The Vendor authorises the brokerage to negotiate, receive and present to the Vendor any or all offers, to store and use all information relating to the vendor, the Business and any Sale in any way and for any lawful purpose.

5. The Vendor will notify the Brokerage immediately of any Sale and will supply a copy of the contract including the Sale Value. The Brokerage’ Remuneration shall be ten percent of the Sale Value subject to a minimum fee of £2k/€3k/$4k in any and all cases. The vendor shall pay the Brokerage’ remuneration in full without any set off, withholding or any other deduction. The remuneration shall be paid by the vendor on the Effective Sale Date, irrespective of the date on which any or all of the Sale Value is received or due.

If the vendor does not pay the Remuneration on the Effective Sale Date, the vendor shall pay and fully indemnify The Brokerage in respect of all costs which The Brokerage incurs in the collection of the remuneration including all legal costs and expenses and the cost of any form of enforcement proceedings. The Vendor agrees that the transfer of the business cannot and will not be effected until this fee is paid in full. The Vendor hereby authorise the brokerage to accept deposits and issue receipts for deposits on all offers, holding such deposits in a client account and retain any amount of such deposit equal to or in part payment of the brokerage’s fee. In the event that a deposit is forfeited by a prospective purchaser, the brokerage & vendor will each be paid 50% of this as compensation for their inconvenience. Fees & charges are subject to VAT and subject to the late payment of commercial debts regulations.

6. This agreement and all the information supplied contain our entire understanding. Any changes or modifications must be in writing and signed by both parties. The Vendor confirms that he has not entered into these Terms in reliance upon any promises representation statements or undertakings written or oral made by or on behalf of The Brokerage except for any which are expressly set out in these Terms. The Vendor acknowledges that it is their responsibility to consider advice from a suitable professional advisor on the business, legal, financial, investment, tax and other implications of a Sale. The Vendor confirms that the brokerage has not given him any business, legal, financial, investment, tax or other advice. The vendor understands that by this agreement the brokerage does not guarantee the sale of the above business. The Brokerage does not act as agent for any Purchaser. The Brokerage will not be liable to the vendor for any representation howsoever made by any Purchaser nor in respect of any contract entered into by the vendor in relation to the Sale. The Vendor confirms that he will fully indemnify and hold harmless the brokerage against all claims, demands, causes of action, losses, damages, cost and expenses, including all legal advise/fees, settlement advice/costs and any fees on appeals arising out of a breach of this warranty. The Vendor warrants that The Brokerage’ maximum aggregate liability to the vendor in the event of professional negligence on any matter in relation to which The Brokerage is appointed under these Terms shall be amount of remuneration due to The Brokerage under these terms. The Vendor agrees to any disputes In relation to this contract to be initially subject to a mediated or arbitrated settlement before any subsequent legal action being served in and using the national law and courts of the head office of the brokerage. Any failure by The Brokerage at any time to enforce or exercise any rights under these Terms will not be construed as a waiver of the right to enforce or exercise that right in future or other rights under these Terms at any time. Termination of The Brokerage’ appointment shall not affect any accrued rights or liabilities of either party nor the coming into or continuance in force of any provisions herein which are expressly stated as or by reasonable interpretation implied as coming into or continuing in force after such termination

7. This contact may be revoked or terminated at any time during the contract period upon written notice given by either party to the other shall if sent by recorded delivery. In the event of this contract being revoked / terminated by the vendor during the contract period; or, the business being withdrawn from sale prior to the expiration of the Contract Period; or, the Vendor purport to terminate this Agreement prior to the expiration of the Contract Period; or the Vendor interferes with the selling effort of the brokerage e.g. breach any company laws/regulations, supply un-true/misleading information, or fails to supply proper accounts, or increase the asking price; or the Vendor acts in any way to impede/scupper negotiations with a potential buyer; or, the Vendor fail or refuse to complete a sale, lease, trade or disposition of all or any part of the business/Assets after entering into any agreement intending to do so; or, the sale fails to be effected due to the failure or refusal of the landlord to reassign the lease; or, the Vendor fails to accept an offer for at least the minimum acceptable price during the term of the contract when advised by the brokerage to do so; or, the Vendor fail to issue the brokerage with a copy of the final completed contract/bill of sale to enable calculation of correct fees, the Vendor agrees to pay immediately the brokerage fee calculated based on the Asking Price.

I have received a copy of this agreement and associated definitions and interpretation.  I have read and understood, and hereby agree to the above terms and provisions of the Agreement. Also, I represent and warrant that the undersigned constitute all of the vendors / Partners / Shareholders of the business listed herein and hereby (by pressing "Submit" or signing/dating below), I personally guarantee performance of this Agreement.