Aircraft Purchase Agreement Page 1 of 3
THIS AGREEMENT, is entered into this Date: ______by and between
______, (the "Buyer"), a(n)
Individual(s), Corporation, LLC., or Partnership (choose one) ______;
Whose principal address is: ______;
and ______, (the "Seller"), a(n)
Individual(s), Corporation, LLC., or Partnership, (choose one)______;
Whose principal address is: ______.
IN WITNESS WHEREOF, in consideration of the premises, the mutual covenant contained herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties do agree hereby as follows:
SALE OF AIRCRAFT, Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller the following Aircraft, referred to hereinafter as "Aircraft",
Aircraft Year, Make, and Model-______
Aircraft Registration Number-______
Aircraft Serial Number-______
FINANCING. The method the Buyer will be using to purchase the aircraft (Financing or Cash) ______.
This Aircraft is sold “As Is, Where Is”. All information pertaining to this Aircraft has been provided by the Seller to the Broker, (Your Company Name Here) hereinafter referred to as “Broker”. Broker makes no claim as to the airworthiness, equipment included, maintenance history, damage history, or condition of this aircraft. By the purchase of this Aircraft, the Buyer accepts this Aircraft as is.
Seller warrants that Seller holds legal title to the Aircraft and that title will be transferred to Buyer free and clear of any liens, claims, charges, or encumbrances. Seller hereby states that it will defend such title against all liens, claims, charges, encumbrances, rights of others and demands whatsoever arising from or created during the period of time that Seller was registered owner of above described Aircraft. Upon delivery of the Aircraft and payment of the balance of the purchase price, in accordance with this Agreement, Seller shall execute a bill of sale granting good and marketable title to the Aircraft.
The risk of loss, injury, destruction or damage to the Aircraft from any cause whatsoever shall be assumed by the Buyer at the time of closing.
CONSIDERATION, it is agreed the price of the Aircraft is______Dollars.($______)
The Buyer shall have 14 days from the date of this agreement to perform all inspections and complete the purchase of this aircraft. If the inspections and purchase will extend past the 14 days provided, the Seller, at his/her discretion may provide an addendum with an extended grace period, or, consider this agreement cancelled. A deposit is required before a pre buy inspection and/or a demonstration flight can be performed.
DEPOSIT. Within 3 business days, the Buyer shall pay a deposit of ______Dollars ($______) to AERO-SPACE REPORTS, (405-722-1030), or the aviation escrow company of your choice. The deposit is fully refundable to the Buyer in the event that the Seller refuses to repair discrepancies discovered during the pre purchase inspection, or in the event that the Buyer finds the pre purchase inspection or demonstration flight unacceptable.
Seller’s Initials:______Buyer’s initials:______
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Buyer and Seller agree that the deposit is fully refundable, (with the exception no less than $225.00 to cover escrow services to be paid by the buyer whether the purchase is completed or not), should the aircraft be found to be something other than represented and an alternate agreement cannot be made between the two parties.The deposit is nonrefundable once the discrepancy repairs have started. The deposit is nonrefundable on the expiration of the 14-day inspection period, which begins on the date the Seller signs this agreement. The deposit shall be credited to the purchase price of the Aircraft.
Upon closing, Escrow fees shall be equally split between the Seller and Buyer. With International sales the Buyer shall pay all additional fees associated with the International sale.
PRE PURCHASE INSPECTION, After the signing of this agreement the Buyer shall have the right to perform a pre-purchase inspection of the Aircraft. Such inspection shall be at the Buyers sole expense and may be performed by an individual(s) of Buyers choice, so long as he/she hold a current Airframe and Powerplant mechanic certificates issued by the Federal Aviation
Administration. The Owner shall make the aircraft available to the Buyer and/or any certified mechanic hired by the Buyer for such purposes as to perform a pre-buy inspection. Buyer shall have the right to inspect the Aircraft and examine its logbooks and other records, all in such manner and subject to such procedures and safeguards as shall be satisfactory to Seller and Buyer. If, as a result of such inspection and examination, Buyer determines that the Aircraft is not in airworthy condition (including compliance with all applicable airworthiness directives), or that the required Aircraft records are incomplete in any material respect (other than previously stated by the Seller), or that the Aircraft otherwise is reasonably unsatisfactory for any reason, Buyer shall have the right to terminate all obligations under this Offer by notice to Seller.
AIRCRAFT CLOSING. If Buyer accepts the Aircraft and the pre-buy inspection is complete, Buyer shall complete the purchase within the three (3) day business period immediately following the date the pre-buy inspection was completed, paying the remaining balance of the purchase price. At Closing, Seller shall transfer possession of the Aircraft including a signed Bill of Sale to Buyer, together with the airworthiness certificate for the Aircraft and all logbooks, flight manuals, operation limitations, weight and balance and other records, papers and minor equipment that is normally considered to be a part of the Aircraft and that is in Seller’s possession.Title and risk of loss or damage to the Aircraft shall pass to the Buyer immediately upon payment in full. The Aircraft shall be presented to the Buyer in its present condition, normal wear and tear excepted.
WARRANTIES.This Aircraft is sold "as is." There are no warranties, either express or implied with respect to merchantability or fitness applicable to the Aircraft or any equipment applicable thereto including warranties as to the accuracy of the Aircraft's logbooks, made by Seller. Buyer agrees that no warranty has been expressed or implied by Seller and that Buyer has inspected the Aircraft and understands that it is being purchased "as is."
INDEMNITY. Buyer hereby expressly waives any claim for incidental or consequential damages, including damages resulting in personal injury against the Seller and Broker, and Broker's managers, members, directors, officers, employees, agents, representatives, and Contractors.
SELLERS INABILITY TO PERFORM. If the Aircraft is destroyed or in Seller's opinion damaged beyond repair, or is seized by the United States Government, Seller shall promptly notify Buyer. On receipt of such notification, this Agreement will be terminated and the Seller shall return to Buyer all payments made in accordance with this Agreement, and Seller will be relieved of any obligation to replace or repair the Aircraft. Seller will not be responsible or deemed to be in default for delays in performance of this Agreement due to causes beyond Seller's control and not caused by Seller's fault or negligence.
BUYERS INABILITY TO PERFORM. If, for any reason, the Buyer is unable to pay the purchase price of the Aircraft, as specified in this Agreement, the Seller shall return all payments to the Buyer
ADDENDUMS. All changes to this contract shall be in writing and signed by both parties.
TAXES, The Buyer shall pay any sales or use tax imposed by State or Local government, which results from the sale of the Aircraft.
GOVERNING LAW.This Agreement is a contract executed under and to be construed under the laws of the State ofArizona.
ATTORNEY FEES.In the event any action is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party a reasonable sum for the successful party's attorney's fees.
PARAGRAPH HEADINGS.The headings to the paragraphs to this Agreement are solely for convenience and have no substantive effect on the Agreement nor are they to aid in the interpretation of the Agreement.
SEVERABILITY, The invalidity of any portion of this agreement shall not affect the validity of the remaining portions thereof.
Seller’s Initials:______Buyer’s initials:______
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HOLD HARMLESS, The Buyer and Seller agree to hold the Broker, Broker's managers, members, directors, officers,
employees, agents, representatives, and Contractors, harmless as a result of any liability resulting from the sale, use, or operation of this Aircraft.
CONDITIONS OF SALE AS FOLLOWS;
BUYER RESPONSIBILITY, Seller has represented the aircraft as accurately as possible. Verification of aircraft specifications and condition is the sole responsibility of the Buyer. Seller shall not be held liable for any errors caused by typos or any other form of unintentional misrepresentation. The Buyer is responsible for verifying that all Aircraft avionics, equipment, Aircraft condition, and airworthiness meet the Buyers approval. It is fully understood by the Buyer and Seller that the aircraft concerned and any equipment thereon is sold “AS IS WHERE IS WITH ALL FAULTS KNOWN AND UNKNOWN”. The Seller specifically disclaims any warranty, guarantees or merchantability, fitness for a particular purpose, or airworthiness. The Buyer expressly agrees that no warranties or representations, expressed or implied, have been made directly or indirectly by the Seller or Broker concerning the condition or use of the aircraft. The Buyer further expressly agrees that he/she has not relied upon any oral representations by the Seller or Broker as to the condition or capability of the aircraft or its inventory. The Buyer also recognizes and acknowledges that aircraft and their inventory may have both apparent and/or hidden defects and the buyer accepts responsibility for determining the condition of the aircraft, its inventory and the existence of any defects.
Buyer agrees to obtain aircraft specific initial and recurrent training by a qualified flight instructor, and Buyer will obtain such training as may be appropriate for the intended use(s) by Buyer.
ENTIRE AGREEMENT,This Agreement constitutes the entire Agreement between the parties. No statements, promises, or inducements made by any party to this Agreement, or any agent or employees of either party, which are not contained in this written contract shall be valid or binding. This Agreement may not be enlarged, modified, or altered except in writing signed by the parties.
IN WITNESS HEREOF, the parties hereto have executed this agreement the day and year first above written.
BUYER SIGNATURE______Date______
Buyer Name printed______
SELLER SIGNATURE______Date______
Seller Name printed______