Contract for "Purchase of a Proven Stud Male Alpaca" at A Simpler Time
This contract form is intended for use in the sale of a proven stud male alpaca only if the seller has personal knowledge the male has sired offspring, and knows the male's complete medical history.
These facts are expressly warranted by the seller. No other warranties are made and the implied warranties under the Uniform Commercial Code are waived.
No other warranties are necessary to protect the reasonable expectations of the buyer if the complete medical and reproductive history of the alpaca are known by the seller, and fully disclosed to the buyer. No other warranties are necessary because the alpaca's track record is the buyer's assurance that the animal is reproductively viable when sold.
Therefore, the contract requires the seller to provide a complete medical and reproductive history for the animal and the ARI Registration Certificate. Copies of those records must be presented to the buyer for his review and approval prior to sale, and then be stapled to the contract as attachments. The facts set forth in these attachments are made part of the contract, meaning the buyer has a right to rely upon the accuracy of this information, which the seller warrants to be true and complete.
Therefore, this contract form is not appropriate unless the seller knows and discloses the complete veterinary and production history of the animal being sold.
The buyer's option for an independent medical examination, set forth in paragraph 9, should be discussed between buyer and seller before the contract is signed to be sure the buyer understood this clause, and knowingly decided either to pay for an independent veterinary examination, or waived the examination. The seller and buyer will need to discuss this paragraph specifically so that the necessary arrangements to undertake the independent examination can be made if the buyer desires to exercise this option.
Contract for Purchase of A Proven Stud Male Alpaca at A Simpler Time
Date: ________________
Parties:
"Sellers" "Buyers"
______________________________ ______________________________
Name Name
______________________________ ______________________________
Address Address
______________________________ ______________________________
City, State, Zip City, State, Zip
______________________________ ______________________________
Telephone Telephone
Identity of Alpaca:
______________________________ ______________________________
Alpaca's Name Animals Alpaca Registry, Inc. (ARI) Reg. Number
Agreements:
1. Property. Buyers agree to purchase the proven stud male alpaca identified in this contract.
2. Price. The purchase price is $___________. A nonrefundable deposit of $ _______ is paid this date and the balance will be paid on or before _____________________. The purchase price shall be paid in full in U.S. currency before Buyers are entitled to possession of the animal.
3. Passage of Title and Possession. Upon payment in full, delivery to Buyers by Sellers of the ARI Registration Certificate, properly executed to effectuate a transfer of ownership to Buyers in accordance with rules and regulations of the ARI, and the delivery of possession of the animal to buyers, then title shall pass to Buyers. Delivery will take place at ____________________________________ (location).
4. Risk of Loss. Risk of loss shall pass to Buyer upon entering into this contract for purchase. It is the buyer's responsibility to obtain insurance, if desired, to protect against possible loss.
5. Warranty of Title. Sellers warrant that their title to the animal is free and clear of any liens, encumbrances, security interests, or other impediments to clear title of any kind. Sellers transfer to Buyers free and clear title and agree to indemnify and hold Buyers harmless from any claim of third parties to right of possession, encumbrance, lien, security interest or title to the animal.
6. Waiver of Implied Warranties. The implied warranties of merchantability and suitability for a particular purpose are waived. There are no warranties which extend beyond the description on the face of this contract. The animal is sold "as is." In lieu of any implied warranties, the animal sells with the written, express warranty, and specific rights and remedies in this contract, and no others.
7. Seller's Express Warranties. Sellers warrant that the stud male is a proven breeder, who has sired offspring. Sellers warrant that the animal's complete medical and reproductive history is set forth in the attached copy of his medical and reproductive records, as maintained by Sellers in the ordinary course of its business. Sellers are not aware of any current adverse medical or reproductive condition in the animal. Sellers warrant that the male's genealogy is as set forth on his ARI Registration Certificate, a copy of which is attached. The animal's medical and reproductive records and its ARI Registration Certificate are merged into, and made a part of, this contract.
8. No Other Warranties. No other warranties are made. All descriptions and representations about the animal are merged into this document. The Buyer has no right to rely upon any statement, description, or representation concerning the animal except as set forth in this document.
9. Buyers' Option For Independent Prepurchase Examination. Prior to purchase, the Buyers have been offered the option by Sellers to undertake a full veterinary examination of the animal, using a veterinarian of Buyers' choosing, at buyers' expense. If this option is desired, it shall be undertaken before Buyers obtain possession and within seven days of the purchase date. If the examination detects any adverse medical condition, the Buyers shall so notify Sellers before delivery of possession and within three days of the examination. Within that time only, Buyers shall have the option to rescind this contract and obtain a full refund.
By virtue of the benefit of this provision for an independent medical examination, Buyers forego any claim that the animal is defective, or fails to conform to the contractual terms, because of adverse health conditions of any kind.
10. Nonassignment. The warranties and remedies under this contract are nonassignable and inure only for the personal benefit of the Buyers. The warranties and the remedies shall be void and lapse in the event of any sale or transfer of any interest (including transfer of part‑ownership) in the animal.
11. Entire Agreement. This is the entire agreement between the parties. All previous discussions and negotiations have been merged into this written contract.
12. Jurisdiction and Venue. If any dispute arises between the parties, venue and jurisdiction shall lie with the state and judicial district where Sellers reside. In addition to legal relief, a court is hereby authorized to grant injunctive, declaratory or other appropriate equitable relief to enforce both the grant and the limitation of warranties and remedies as set forth by this contract.
13. Attorney's Fees. In any legal proceeding arising out of this contract, the prevailing party shall be entitled to their reasonable attorney's fees and costs of suit, in addition to any other relief granted by the Court.
14. Limitation of Damages. In no event shall damages be awarded for the buyers' incidental or consequential damages of any kind, including, but not limited to, lost profits, lost stud service income, or lost production.
15. Requirement of Timely, Written Notice of Claim. No legal proceedings shall be instituted arising out of this contract unless written notice is delivered by buyers to sellers within 18 months of the date of this agreement, which notice shall specify the grounds upon which buyers assert their claim, and give sellers reasonable opportunity to respond and offer to cure the alleged breach, if appropriate.
_______________________________ _________________________________
Seller Buyer
_______________________________ _________________________________
Seller Buyer