AGREEMET FOR PURCHASE AD SALE OF BUSIESS This Agreement for the Purchase and Sale of a Business (the “Agreement”) is made on ________ [Fecha], by ________ [ombre del comprador], with its principal office located in ________ [Dirección del comprador], ("Buyer"), and ________ [ombre del Vendedor], of ________ [Dirección del vendedor], ("Seller"). ARTICLE I. PURCHASE AD SALE OF BUSIESS 1.1 In consideration of the mutual promises and conditions contained in this agreement, Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, on the terms, conditions, warranties and representations set forth in this Agreement: (a) the business owned by Seller, being conducted under the name ________ [nombre entero de la corporación, LLC o empresa que se esta adquiriendo], located at ________ [dirección principal de la corporación, LLC o empresa que se esta adquiriendo] ("the Business"); (b) all of the stock in trade, inventory, and merchandise of the Business as described in Exhibit "A" attached to this agreement; (c) all of the fixtures, equipment, and other tangible assets of the Business as shown on attached Exhibit "B"; (d) any leasehold interest owned by Seller under the lease for the premises where the Business is located; and (e) all the trade, business name, goodwill, and other tangible or intangible assets of the Business. ARTICLE II. PURCHASE PRICE 2.1 The total purchase price to be paid by Buyer to Seller for all the properties, assets, shares of stock or membership interest and rights of the Business described in this Agreement ("Purchase Price") shall be $________ [Pon el precio de compra], payable to Seller on the Closing date by cashier’s check or wire transfer and delivered free and clear of all liens, mortgages, pledges, security interests, restrictions, prior assignments, and encumbrances and claims of any kind. 2.2 Notwithstanding anything else in this Agreement to the contrary, except as specifically set forth in this Agreement, Buyer shall not assume, pay, perform or discharge, and Seller shall retain, pay, perform and discharge, all obligations and liabilities of Seller relating to the Business, if any, whether disclosed, undisclosed, direct, indirect, fixed or contingent, known or unknown, incurred in the ordinary course of business or otherwise. ARTICLE III. CLOSIG DATE