OFFER TO PURCHASE AND SALES AGREEMENT

Attention:
DATE:

(BUYER) AUTHORIZED TO OFFER THE SUM of $ (GROSS) FOR THE VESSEL
OFFICIAL NUMBER YEAR TYPE LENGTH

THE BUYER:

1. Understands that the vessel is sold in good faith and is sold subject
to the Seller’s approval of this offer and that said offer is binding
only when signed by the Seller.

2. Understands that the Buyer and his guests will board the vessel
for sea trial or survey at their own risk and will hold this brokerage
and the Owner harmless and free from any and all claims of injury
or damage which may occur to them and that the Buyer hereby assumes
responsibility of notifying his guests of this condition.

3. Buyer shall have the right to appoint the surveyors of his choice
who is in his employ and is responsible solely to Buyer for any errors
or omissions, notwithstanding the fact that the Broker may have
provided information and assisted the Buyer with hiring said surveyor.

4. Agrees that the Buyer shall pay for all engine inspections,
haul-outs, surveys and miscellaneous services authorized by the
Buyer whether the Buyer purchases the vessel or not. Buyer shall
also be liable for all reports that the Buyer orders to be made
even if for any reason he is unable to complete this transaction.

5. Understands that after sea trial and/or survey, Buyer may reject
vessel if not satisfied with same, and that his deposit will be
promptly refunded less any expenses incurred on his behalf.
6. Knows of and agrees to pay STATE USE TAX, when due, to California
State Board of Equalization, if applicable.

7. Understands that in the event the Buyer gives final acceptance
of the vessel and thereafter fails to pay the balance of the
purchase price, Buyer agrees that the Seller may retain any
deposit held in trust as liquidated damages for the Buyer’s
breach of this agreement.

8. Other conditions: Subject to a satisfactory initial viewing,
sea trial, marine survey, engine survey from a cold start, and: 

This offer shall remain open until and is accompanied by a DEPOSIT
of $ which shall apply to the purchase price. SEA TRIAL & SURVEY
on or before FINAL ACCEPTANCE on or before FINAL CLOSING shall
take place on or before I, the Buyer, hereby certify that I have
read and approved this offer and acknowledge receiving a copy
of this agreement.

1) Buyer (s) Signature (s)_______________________________________________
Buyer (s) Printed Name (s) Address, City, State Zip Res. Phone
Bus. Phone Fax E-Mail:


SEA TRIAL:

I, the Buyer, hereby certify that I am satisfied as to the performance
of the vessel and authorize ____________________________ to arrange
haul-out, marine survey, engine survey, and disburse funds for same.

2) Buyer (s) Signature (s) Witnessed by Salesperson/Broker Date

FINAL ACCEPTANCE:

The Buyer understands that information given him regarding the
vessel is believed to be correct, but is not guaranteed.
Buyer hereby certifies that he is satisfied as to the condition
of the vessel and hereby accepts it, as is, where is, without
warranty either expressed or implied, and that this is his final
acceptance of the vessel and authorizes the completion of this
transaction.

3) Buyer (s) Signature (s) Date Signed


THE SELLER:

1. Shall, upon request, give the Buyer an on-the-water demonstration
of the vessel.

2. Shall, upon request, make the vessel available for marine haul-out
and surveys. The Seller shall be responsible for moving the vessel
to and from the shipyard.

3. In the even the Buyer’s deposit is forfeited under the terms
of this agreement, said deposit shall be divided equally between
the Seller and _________________, except that the brokerage share
shall not exceed the amount of the commission that would otherwise
have been due.

4. Is to discharge all liens, mortgages and bills now held against
the vessel and shall furnish clear title to the vessel in accordance
with the regulations of the U.S. Customs, State of California
Department of Harbors and Watercraft, and the applicable tax
departments of the City, County, State, and Federal governments.

5. In the event the closing is not consummated due to non-performance
of Seller regarding any of the covenants of this agreement, all
money paid or deposited pursuant to this agreement by the Buyer
shall be returned to the Buyer upon demand. Seller shall promptly
reimburse Buyer for Buyer’s reasonable expenses, including but
not limited to, haul-out for survey, marine and engine surveys,
and any work performed. Upon Seller’s default, the Seller shall
forthwith pay to Broker (s) the full commission provided for
under the terms of the Listing Agreement. Seller hereby grants
Broker a possessors lien on the vessel for Broker (s) commission,
as well as a security interest enforceable under the California
Commercial Code.

6. Other conditions: 



I, the Seller, hereby certify that I have read and approved this
agreement and further agree to fulfill the obligations of the
Seller as stated above within the time period provided.
I also acknowledge receiving a copy of this agreement.

Seller(s) Signature(s) Seller(s) Printed Name(s) Address, City,
State Zip Res. Phone Bus. Phone Fax E-Mail:

Witnessed by Salesperson/Broker Date


SURVEY:

For any work on the vessel recommended by a marine survey to which I,
the Seller, agree ----------------------------------- is authorized
to accept and disburse funds for such work.

Seller(s) Signature(s) Date Signed