Please help with a bill of sale.
December 23, 2018 7:24 AM   Subscribe

I purchased a horse. YAY! Now I'm going to sell it. Another YAY! Of course, there is a Complication.

I purchased the horse in August. What my trainer and I knew about the horse, among other things, was that it was bred and raised by the seller. It is now eight years old. On the way home from the 6 1/2 hour drive to see and try out the horse, we negotiated a price by phone, and I thought all was said and done.

However, the next day the seller informed us that although they bred the horse and it is eligible for registration, they had never registered it with the registering entity. We agreed, and the seller wrote into the bill of sale, that I would withhold $X from the sale price until I had registration papers and a completed transfer of ownership to my name. That has not yet happened, and I don't know whether the process has started (I doubt it). Unfortunately, the BOS does not mention any time frame within which this should happen. Lesson learned.

So, now, a bit more than four months later, horse and I have not "clicked," so I decided to sell it. My trainer/instructor has made a firm, acceptable offer to buy it. We shook hands on the agreed price, and I have an email confirmation of the intent to purchase.

The horse, in addition to being a riding horse, is also a breeding animal, so registration could be important down the line. My trainer also does a lot of showing, and registration would be important for any breed-associated awards.

So at this point, because it is my trainer and not I who would benefit from registration, I want to stipulate in the BOS that if the registration is provided by the people who sold the horse to me, my trainer will pony up the withheld money. I would pay for the subsequent transfer of ownership to my trainer.

I have drafted this BOS, hoping to cover my ass without being unfair.

YANML, yadda yadda, but I'd really like to have some assistance here. Thx.

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This document represents the sale of the [horse's description and name], AKA [nickname] for [$$$], sold to B (Buyer) by Dolley (Seller).
The following terms apply:

• Buyer is aware of any and all existing health and/or behavior issues.

• If [former seller] provides [horse’s name] registration papers and transfer of ownership to Seller’s name, Buyer agrees to pay [former seller] the outstanding $X due from the sale of [horse's name] to the current Seller. Seller agrees pay costs associated with transfer of ownership from Seller’s name to Buyer’s name ($25 for current full members of [registering entity], or a one-time non-member transfer fee of $50), but not any fees for membership in [registering entity]. Buyer will be responsible for any and all paperwork associated with the transfer of ownership to Buyer’s name.

• If said transfer of ownership has not yet been initiated by [former seller], Buyer may arrange with [former seller] to have Buyer named as Owner in transfer of ownership, without penalty to Seller, and releasing Seller from any financial obligation to either Buyer or [former seller]. Buyer agrees to inform Seller of this arrangement, should it occur.

Upon signing this document, Buyer [name] releases Seller, [name], of all rights, claims, and/or liability in association with [horse's name], AKA [nickname].

Both parties have read and fully understand the terms listed above.

Signatures, dates, etc.
posted by Dolley to Law & Government (6 answers total)
 
IANYL. Just popping in to say that if you're really trying to cover your ass here, you need an assignment contract/term that appropriately transfer's [former seller] contractual obligation with you (If you register, I will pay you x dollars) to Buyer and have the former seller sign along with Buyer. The other alternative is to draft a new contract between you and the former seller that agrees to cancel the old term. They have no obligation to register, and you no longer have obligation to pay them - if the Buyer wants to pursue that with the former seller then let them take care of it, free of your involvement.

Your term here as drafted is problematic because your contract term is between you and former seller - you can't wave that away by having a new contract between you and buyer that binds the buyer and former seller without the former seller's involvement. The roundabout way here without former seller's signature/involvement here is to have you write a term where buyer pays you in the event you have to pay former seller the withheld fee if they register - but that sounds like an annoying way to continue to pull you in, especially if buyer wants the registration.
posted by Karaage at 7:36 AM on December 23 [1 favorite]


FWIW, there are horse lawyers who deal with this sort of contract. I don’t know what a horse costs, but if it’s more than a few hundred bucks, it might be worth consulting one. Legal advice from the Internet is generally worth what you pay for it. (No offense to Karaage)
posted by spacewrench at 7:40 AM on December 23


This is the very definition of something you want a lawyer for.
posted by JPD at 7:58 AM on December 23 [2 favorites]


I have sold two horses and numerous puppies in my time. I am firmly of the belief that the easiest thing to do (other than having a lawyer review the contract, which will be money well spent, and which you should do anyway) is to nag the original owner for the registration before you complete the sale to your instructor. You can lease the horse to your instructor in the meantime (and take the lease money as rent to own or whatever), but registrations can be annoying as hell in horses (depending on the registry), and it's far easier for the registration to go through you then you transfer to the new owner, than to have the registration linger in limbo and try to remember who said what. I would call the breeder and ask them to get it done asap, if it's not done in a month, I would have a lawyer send a letter. Assuming they sold you a horse that should have been registered, they need to register it now, and then you sign the registration over to the new owner. It's just a matter of forms and a fee.
posted by biscotti at 8:01 AM on December 23 [6 favorites]


If said transfer of ownership has not yet been initiated by [former seller], Buyer may arrange with [former seller] to have Buyer named as Owner in transfer of ownership, without penalty to Seller, and releasing Seller from any financial obligation to either Buyer or [former seller].

This is where your problem lies and why you need a lawyer to write it up properly. This sentence does something you can't control (creates an obligation on [former seller] to deal with Buyer). Also "releasing" is not the right verb form there, even if the conditional clause were proper — it would have to be " and Buyer shall release Seller". But then, Buyer has no power to release your possible financial obligations to [former seller]. So the whole thing is murky.
posted by beagle at 8:27 AM on December 23 [2 favorites]


This is exactly the kind of help I was hoping for. Thank you all very much.
posted by Dolley at 9:43 AM on December 23


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