Hire and Purchase Agreement
THIS AGREEMENT is made on [insert date]
Between
(1) A & T TRANSPORT LLC whose registered office is at XXX, (the Owner)
(2) XXXX whose registered office is at Missouri,
United States of America (the Hirer)
in relation to the Motor Vehicle as described herein: XXX
It is agreed as follows:
The Parties Agree as Follows:
1. General Terms and Definition
1.1. The Motor vehicle hired for the purpose of Transport (the "Purpose").
1.2. The Motor vehicle hired on XXX (the "Hire Date").
1.3. The term for the hiring of the Motor Vehicle will end of XXX (the
"Expiry Date").
1.4. The total sum to rent the Motor Vehicle during the period is United States
Dollar 45,000.00 (the "Total Rent"). The Hirer shall pay a down payment of
United States Dollar 15,000.00 upon the signing of this agreement, and the
remainder as per the schedule in 1.5 below.
1.5. The Payment Schedule for each fixed payment of the Total Rent in relation
to the Motor Vehicle is as below:
Payment Amount Payment Date
$2000.00 1 December 2022
$2000.00 1 January 2023
$2000.00 1 February 2023
$2000.00 1 March 2023
$2000.00 1 April 2023
$2000.00 1 May 2023
$2000.00 1 June 2023
$2000.00 1 July 2023
$2000.00 1 August 2023
$2000.00 1 September 2023
$2000.00 1 October 2023
$2000.00 1 November 2023
$2000.00 1 December 2023
$2000.00 1 January 2024
$2000.00 1 February 2024
$2000.00 1 March 2024
2. Ownership and Title
2.1. The Owner has title to the Motor vehicle and the Owner has agreed to hire
the Motor vehicle to the Hirer and the Hirer has agreed to hire the Motor Vehicle
from the Owner as of the Hire Date on these terms. Subject to the Hirer duly
and punctually paying the Total Rent and observing and performing its
obligations as set out in this Agreement, the Hirer will peaceably possess and
enjoy the Motor Vehicle from the Hire Date to and including the Expiry Date
without interruption or disturbance from the Owner or any other person lawfully
claiming by or from or under the Owner, subject always to the rights of the
Owner.
2.2. The Hirer hereby acknowledges that until such time as the ownership of
the Motor Vehicle vests in the Hirer either pursuant to the proper exercise of the
Option to Purchase herein contained or otherwise with the specific written
consent of the Owner, the Motor Vehicle are and shall remain the sole and
exclusive property of the Owner. The Hirer shall have possession of the Motor
Vehicle as a mere bailee.
2.3. The Parties agree that the Motor Vehicle are being hired to the Hirer for
the Purpose.
2.4. The hiring of the Motor Vehicle will be for the period commencing on the
Hire Date and ending at close of business on the Expiry Date.
2.5. The Owner appoints the Hirer as its agent in respect of all matters relating
to the ordering, delivery and servicing of the Motor Vehicle including without
limitation doing all such acts as may be necessary to keep the warranties of the
Motor Vehicle in full force and effect, subject to the following subclauses:
2.6. Notwithstanding Clause 2.5, the Owner does not assume or acquire any
liability for:
a. Any failure or delay in acquisition or delivery of the Motor Vehicle;
b. Placing and maintaining the Motor Vehicle in good working order;
c. For delivery of wrong Motor Vehicle;
d. For defects in manufacture or operation of the Motor Vehicle; or
e. Loss of or damage to the Motor Vehicle.
And the Hirer will indemnify the Owner against all liabilities that the owner may
incur in connection with any action by or omission of the Hirer in the name of or
as an agent of the Owner.
3. Acceptance and Delivery
3.1. The Hirer will at its own cost obtain delivery of the Motor Vehicle and will
ensure that the Motor Vehicle are prepared and ready for his own use.
3.2. The Hirer has selected the Motor Vehicle from the Dealer and has
requested the Owner to purchase the same and let the Motor Vehicle on hire to
the Hirer. The Hirer is satisfied that the Motor Vehicle are suitable in all respects
for the purpose(s) for which they are intended and accepts full responsibility for
approving the design, specification and description and for acceptance of the
Motor Vehicle. The Owner shall not be liable in any manner for the non-
performance or improper performance of any contract for the supply of the
Motor Vehicle or the quality, fitness or safety of the Motor Vehicle and all
matters related thereto. The Hirer shall hold the Owner harmless from any of
the above and effectually indemnify the Owner against any loss or damages
suffered by the Owner accordingly.
3.3. If after the date of this Agreement, the purchase price of the Motor Vehicle
to be acquired by the Owner shall be increased pursuant to the contract for the
supply thereof to the Owner, the Owner may, at its absolute discretion, by
notice to the Hirer either require the Hirer to pay immediately, if necessary by
payment in cash, the amount of such increase or adjust the amount of the Hire
Rent to take account of such increase.
3.4. This Agreement shall be effective and binding notwithstanding the Hirer
has not physically examined and/or taken delivery of the Motor Vehicle provided
that the Motor Vehicle are available to be examined and/or taken delivery on the
date specified by the Owner or the Dealer and the Hirer has been informed of
such availability of the Motor Vehicle.
3.5. The Hirer shall be solely responsible to examine and/or take delivery of the
Motor Vehicle at his own costs and expenses. The Hirer’s failure to examine
and/or take delivery of the Motor Vehicle constitutes a default in respect of
which the Owner is (without limitation or prejudice to any of its other rights
herein) entitled to act against the Hirer under this Agreement.
3.6. Delivery of the Motor Vehicle to the Hirer shall be conclusive evidence that
the Hirer has examined the same and found the same to be completely
satisfactory and in accordance with their description, in good order and
condition and for any purpose for which they may be required by the Hirer.
4. Hirer’s Option to Purchase
4.1. Provided that no Event of Default has occurred and is continuing or has
not been waived or remedied, the Hirer may at any time during the term or on
the Expiry Date elect to purchase the Motor Vehicle by paying the Owner the
Residual and the balance of Total Rent then outstanding together with all other
money then due and payable to the Owner under this Agreement where the
hiring has ended.
4.2. The Hirer may at any time accelerate all payments under this Agreement
and exercise this Option to Purchase whereby the Owner may at its sole and
absolute discretion charge an early termination fee as specified by the Owner
from time to time and/or grant a rebate or discount in respect of such
accelerated payment.
4.3. This Option to Purchase hereunder automatically lapses upon the
termination of this Agreement.
5. Deposit and Other Payments
5.1. Notwithstanding any other provision in this Agreement, if any Payment
Date on which any payment under this Agreement is payable shall fall on a day
which is not a Business Day, the payment payable on that Payment Date shall
be due and payable on the immediately succeeding Business Day; and if that
immediately succeeding Business Day shall fall in the next calendar month,
then the said payment shall be due and payable on the Business Day
immediately preceding that Payment Date; and if in a given calendar month
there is no date corresponding to that Payment Date, the Payment shall be paid
on the last Business Day of the calendar month in which that Payment Date
initially falls. On the Expiry Date, the Hirer will pay the Owner any Residual
payment.
5.2. If the total amount of Total Rent payable under this Agreement shall
change by virtue of any adjustment to any Payment Date, variation will be
correspondingly made to the amount of any Total Rent payable on any Payment
Date as the Owner thinks fit at its absolute discretion in order to reflect the
aforementioned change in the total amount of Total Rent payable.
5.3. All sums payable to the Owner under this Agreement shall be paid to the
Owner in such manner and at such address as the Owner may from time to
time specify. Such payments shall only be deemed to have been made when
received by the Owner. Payments made by post shall be at the risk of the Hirer.
5.4. The Hirer confirms that it is customary in the hire purchase business for an
owner to pay or be paid commission in respect of the supply of Motor Vehicle
the subject of a hire purchase agreement or otherwise in respect of a hire
purchase agreement and hereby expressly agrees and consents to the Owner
making or receiving any such payment, including but not limited to payment to
the Hirer’s agents, in respect of the Motor Vehicle or this Agreement and
acknowledges that the amount of any such payment may be reflected in the
Total Rent payable under this Agreement and that the Owner has no obligation
to account to the Hirer for the amount of any sum so received.
5.5. The Hirer’s obligation to the pay the Total Rent and all other money
payable under this Agreement and the Owner’s rights in and to all such
payments are absolute and unconditional and are not affected by:
a. Any defect in the Motor Vehicle;
b. The condition, operation or fitness for use of the Motor Vehicle;
c. Any loss of or damage to the Motor Vehicle;
d. Any lien or other encumbrance over or in respect of the Motor Vehicle;
e. Any defect in the Owner’s title to the Motor Vehicle;
f. Any interruption of or prohibition or other restriction against the Owner’s
possession, use or operation of the Motor Vehicle for any reason
whatsoever; and it is the intention of the Parties that the Total Rent and
other money payable will continue to be payable as provided in this
Agreement unless the Agreement is terminated.
5.6. A certificate signed by an authorised person of Owner as to the amount
due from the Hirer under this Agreement at the date of such certificate shall be
prima facie evidence that the amount so certified was in fact due from the Hirer
at the date of such certificate.
5.7. The Total Rents and all other sums payable by the Hirer under this
Agreement shall be applied by the Owner in the order to be determined from
time to time by the Owner at its absolute discretion.
6. Hirer’s Undertakings
6.1. During the continuance of this Agreement, the Hirer shall in addition and
without prejudice to its obligations under the Terms and Conditions:
a. punctually pay all Hire Rents and all other sums due under this
Agreement (time being of the essence) notwithstanding that no demand
thereof shall have been made by the Owner;
b. pay all Overdue Interest due under this Agreement with or without
demand by the Owner;
c. pay all Default Interest due under this Agreement with or without demand
by the Owner;
d. keep the Motor Vehicle in good and serviceable repair and condition and
replace all missing damaged or broken parts with parts of equal quality
and value and in default of so doing permit the Owner to take possession
of the Motor Vehicle for the purpose of having repairs carried out and
repay to the Owner the full cost of such repairs. The Owner shall have a
lien on the Motor Vehicle until such repayment but exercise of such lien
shall not prevent the accrual of Hire Rent hereunder;
e. permit the Owner, its servants or agents and any person authorised by
the Owner at all reasonable times to enter upon the premises in which
the Motor Vehicle are for the time being placed or kept for the purpose of
inspecting and examining the condition of the Motor Vehicle;
f. keep the Motor Vehicle at all times in the Hirer’s actual possession and
control and properly housed, sheltered and protected wherever they may
be, and not remove the same from Missouri without the prior approval
given by the Owner in writing, and undertakes to maintain the Motor
Vehicle at such location as appear in the record of the Owner or
otherwise the Owner may direct from time to time and shall not move the
Motor Vehicle to a different location without prior written consent of the
Owner;
g. on demand by the Owner provide it with such particulars material to the
Hirer’s financial status and to the situation, state and condition of the
Motor Vehicle as the Owner may reasonably require;
h. notify the Owner as soon as possible of any difficulty in repaying the loan
(or any part thereof) or in meeting any payment to the Owner arising from
the loan or otherwise pursuant to this Agreement;
i. notify the Owner forthwith of any change in the Hirer’s address and upon
request by the Owner promptly inform the Owner of the whereabouts of
the Motor Vehicle;
j. in the case of the Hirer being a sole proprietor, a partnership or a
corporation, obtain the Owner’s written consent prior to any changes of
ownership of the Hirer;
k. indemnify the Owner and keep the Owner effectually indemnified, if
necessary by payment in cash on demand, from and against all losses,
damages, costs, charges, expenses and liabilities which may be suffered
sustained or incurred by the Owner and all actions, suits, proceedings,
claims or demands of any nature whatsoever which may be taken, made
or threatened against the Owner or which may arise directly or indirectly
by reason of the Owner entering in this Agreement or becoming the
Owner of the Motor Vehicle or by reason of the operation of this
Agreement or the enforcement by the Owner of any of its rights and
remedies herein or by reason of the termination or early termination of
this Agreement or by reason of the transport of the Motor Vehicle from or
to, or their installation or presence in or upon, any place, or their use or
misuse, whether or not due to any act or omission of the Hirer save
insofar as the same may occur as a result of the negligence or willful
default of the Owner;
l. punctually pay for all work done to the Motor Vehicle and for spare parts
and accessories thereto and keep the Motor Vehicle free from any
distress execution or other legal process and pay all fines and penalties
imposed at any time with respect to the Motor Vehicle before or (until the
Hirer redelivers the Motor Vehicle to the Owner) after the termination of
this Agreement;
m. obtain all necessary licenses permits and permissions for the use of the
Motor Vehicle and not use the Motor Vehicle or permit the same to be
used contrary to any law or any regulation or bylaw for the time being in
force and keep the Motor Vehicle in condition (if any) required by law and
comply with all legislation affecting the same whether presently in force
or subsequently enacted;
n. lodge with the Owner all documents of the title (whether original duplicate
or counterpart thereof) relating to the Motor Vehicle, including but not
limited to (where the Motor Vehicle being a vehicle) vehicle registration
document, other registration documents, invoice, bill of lading and
documents of similar nature whenever required by the Owner together
with a transfer of ownership form signed by the Hirer undated and with
the transferee’s name left blank and the Hirer hereby authorizes the
Owner as its agent to complete such form on its behalf;
o. pay the Owner on demand all reasonable amount of expenses (including
without limitation legal costs and expenses on a full indemnity basis
and/or commissions for debt collection agencies) reasonably incurred by
or on behalf of the Owner in ascertaining the whereabouts of, taking
possession of, preserving, insuring and storing the Motor Vehicle and in
maintaining the same in good order and repair and disposing of the
Motor Vehicle and of any legal proceedings taken by or on behalf of the
Owner to enforce the provisions of this Agreement together with Overdue
Interest and/or Default Interest as aforesaid;
p. not apply or by any means howsoever obtain any copy or duplicate or
counterpart of any documents of title relating to the Motor Vehicle,
including but not limited to vehicle registration document, other
registration documents, invoice, bill of lading, insurance policy and
documents of similar nature without having first obtained the prior written
consent of the Owner provided that in giving such consent, the Owner
may impose such condition or conditions as the Owner in its absolute
discretion may consider appropriate and any breach of such conditions
so imposed by the Owner shall be a breach of this Agreement;
q. not sell assign let pledge mortgage charge encumber or part with
possession of or otherwise deal with the Motor Vehicle or any interest
therein or in this Agreement or the Option to Purchase herein contained
or create or allow to be created any lien on the Motor Vehicle whether for
repairs or otherwise and in the event of any breach of this sub-clause by
the Hirer the Owner shall be entitled (but shall not be bound) to pay to
any such third party such sum as is necessary to procure the release of
the Motor Vehicle from any charge incumbrance or lien and shall further
be entitled to recover such sum from the Hirer forthwith together with
Overdue Interest and/or Default Interest as aforesaid;
r. not use the Motor Vehicle or permit them to be used for any purpose for
which they are not designed or for which they are not reasonably suitable
nor, if the Motor Vehicle comprise a motor vehicle, use the same or
permit the same to be used for racing or in any rally, trial or competition
or permit the same to be used by a learner driver or for the purpose of
instruction unless the prior approval of the insurers has been given in a
form acceptable to the Owner.
7. Loss and Damage of the Motor Vehicle
7.1. Where the Motor Vehicle are lost stolen confiscated destroyed or damaged
by the negligence or wrongful act of a third party the Hirer shall immediately
notify the Owner thereof and shall not compromise any claim without the prior
written consent of the Owner and shall allow the Owner to take over the conduct
of any negotiations (except in relation to claims of the Hirer for personal injuries
loss of use of the Motor Vehicle or loss of or damage to the property of Hirer
unconnected with the Motor Vehicle) with insurers or other parties and shall at
the Hirer’s own expense take such proceedings in the Hirer’s sole name or
jointly with the Owner as the Owner shall direct, holding all sums recovered
(together with any moneys received by the Hirer under any policy or policies of
insurance taken out by the Hirer pursuant to the provisions of this Agreement)
on trust for the Owner and paying or applying as the Owner directs the whole or
such part thereof as is necessary to discharge the Hirer’s liability to the Owner
hereunder at the date of such payment and to compensate the Owner for the
loss theft or destruction of or damage to the Motor Vehicle any surplus being
retainable by the Hirer for his own benefit.
7.2. The Owner shall deal with any proceeds of insurance and other money
recovered from the third parties. Upon such payments, this Agreement shall
immediately come to an end and subject to any rights of the Owners therein the
title of the Motor Vehicle shall vest in the Hirer.
7.3. Subject as aforesaid, the loss, theft or destruction of, or damage to the
Motor Vehicle shall not discharge this Agreement or affect the Hirer’s liability for
payment of any sums payable hereunder.
7.4. During the continuance of this Agreement, the Hirer shall indemnify and
keep the Owner effectually indemnified against loss, theft, confiscation or
destruction of or damage to the Motor Vehicle from whatever cause (whether or
not such loss or damage results from the Hirer’s negligence or the negligence of
any other person whether having use or control or possession of the Motor
Vehicle or not) and if the Motor Vehicle are a complete loss or so damaged as
in the reasonable opinion of the Owner to be unworthy of repair, the Hirer shall
(regardless of whether or not any money are payable under any insurance
policy) pay within seven (7) days of such loss or damage an amount equal to
the amount which would have been payable if this Agreement had been
terminated by the Hirer when the Motor Vehicle were so lost etc. and this
Agreement shall terminate upon such payment being made but without
prejudice to any claims then existing.
8. Warranty and Indemnity
8.1. The Owner shall not be obliged to provide the Hirer with any replacement
Motor Vehicle (nor to repair the same) if the Motor Vehicle are lost, damaged,
confiscated, seized or otherwise appropriated or rendered unfit for whether
temporarily or permanently.
8.2. No liability shall attach to the Owner either in contract or in tort for loss,
injury or damage sustained by reason of any defect in the Motor Vehicle,
whether such defect be latent or apparent on examination, and the Owner shall
not be liable to indemnify the Hirer in respect of any claims made against the
Hirer by a third party for any such loss, injury or damage.
8.3. Any liability the Owner might otherwise incur and any right or immunity the
Hirer might otherwise possess in respect of any conditions warranties or
representations relating to the condition for the Motor Vehicle or to their
merchantable quality or suitability or fitness for the particular or any purpose for
which they are or may be required whether such conditions warranties or
representations are express or implied and whether arising under this
Agreement or under any prior or collateral agreement or in oral or written
statements made by or on behalf of any person in the course of negotiations in
which the Hirer or his representative may have been concerned prior to this
Agreement are hereby excluded.
9. Amendments
10.1. This Agreement may be amended or modified, and any of the terms,
covenants, representations, warranties or conditions hereof may be waived only
by a written instrument executed by the parties hereto or, in the case of a
waiver, by the party waiving compliance.
10. Severability
10.1. If any provision of this Agreement is held by any court or other competent
authority to be void or unenforceable in whole or part, the other provisions of
this Agreement and the remainder of the effective provisions shall continue to
be valid.
11. No rights for Third Parties
11.1. A person who is not a party to this Agreement shall have no right under
any laws to enforce any of its terms.
12. Law and Jurisdiction
This document is governed by and are to be construed in accordance with the
laws of Missouri applicable therein.
Each party irrevocably and unconditionally submits to the exclusive jurisdiction
of the courts of Missouri (and any court of appeal) and waives any right to
object to an action being brought in those courts, including on the basis of an
inconvenient forum or those courts not having jurisdiction.
As witness this Agreement has been executed by or on behalf of the parties
the day and year first before written.
/s/______________________
Binay Sharma, Owner
A & T TRANSPORT LLC
[insert date]
/s/______________________
ACOSTA CASTILLO JOSE LUIS
[insert date]
SWORN before me this _______________ day of ________________ 2022
Notary Public
/s/_____________________________
[insert name of notary public, stamp and sign]
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