KNOW ALL MEN BY THESE PRESENTS, That ............ hereinafter designated as the party of the first part, for and in consideration of the sum of

............ ($......) Dollars, lawful money of the United States, received by the party of the first part, and the sum of ............ ($......) Dollars, to be paid in installments as is evidenced by .......... (......) promissory notes, more particularly hereinafter set forth, the receipt of the above is hereby acknowledged, do., hereby conditionally grant, and conditionally bargain and conditionally sell unto ...........of ......... hereinafter designated as the party of the second part, and by these presents do., conditionally grant, conditionally bargain and conditionally sell unto the said party of the second part,

......executors, administrators and assigns, all the right, title and interest that the party of the first part ha.. in and to all ..............................

also the good will of the said business and the lease of the premises, and all other chattels and fixtures now found in ........ of the premises now known as No.........all of which chattels and fixtures are free and clear from any and all incumbrances.

TO HAVE AND TO HOLD and singular the business, stock, goods, chattels and fixtures above conditionally bargained, conditionally granted or intended so to be, unto the said party of the second part, executors, administrators and assigns, on the following terms and conditions:

THE CONDITION of the above is such: That if the said party of the second part shall and do well and truly pay unto the said party of the first part, or to

...... heirs, executors, administrators or assigns, the just, true and full sum of......... ($......) Dollars, lawful money of the United States, in installments, and which sum of........ ($......) is evidenced by........ (......) promissory notes each bearing even date herewith, made payable in the sum and manner following: The first note of........Dollars, to be paid on the ......

day of ......... 19...., and the remaining ......... (.....) notes, monthly

........thereafter until all shall have been paid for, the last note for the sum of......... ($......) Dollars is to be due and payable on the......day of

........19...; then this agreement is to be in full force and effect, otherwise to be null, void, inoperative and without any effect.

The said party of the second part, ...... heirs, executors, administrators or assigns, do covenant and agree to and with the said party of the first part,

......heirs, executors, administrators or assigns, that in the event default be made in the payment of any of the installments as hereinbefore mentioned, that it shall be lawful for, and the said party of the second part do.. hereby authorize and empower the said party of the first part,.....executors, administrators, or assigns, to enter any dwelling house, store or other premises where the said goods and chattels are, or may be found, and to take and carry away said goods and chattels and to sell and dispose of them at public or private sale for the best price that the said party of the first part can obtain, and out of the proceeds of the said sale, retain the amount remaining unpaid, together with any and all charges and expenses that may be incurred by the said party of the first part, rendering the surplus (if any) unto the said party of the second part or to executors, administrators or assigns.

The party of the second part do.. hereby agree to and with the party of the first part, or......heirs, executors, administrators or assigns, that in the event default be made in the payment of any of the installments as the same become due, that the amount remaining unpaid shall then, at the option of the said party of the first part, become immediately due and payable after such default; it being understood and agreed between the parties hereto that the lease of the store aforesaid, and the good will, and the right, title and interest in and to the stock, merchandise, and fixtures of said business shall in no event pass unto the said party of the second part until the said party of the second part ha. . fully complied with all the conditions herein, and ha.. made the payments mentioned herein, and in accordance with the terms of this agreement, this being a condition precedent before the title to these premises shall pass from the party of the first part to the party of the second part.

The party of the first part, in consideration of the party of the second part fully complying with the terms aforesaid, agree., to and with the party of the second part, or......heirs, executors, administrators or assigns, that the party of the first part will not engage in a business similar to the one mentioned in this agreement, either directly or indirectly, as principal, agent, servant or employee, or act for any other person, firm or corporation whatsoever for a period of ......... (.....) years from the date hereof, and not within a radius of

........ (••••) square blocks from the premises aforesaid.

The party of the second part also agree.. to keep said business fully insured against loss or damage by fire for the benefit of the party of the first part......

heirs, executors, administrators or assigns, in a sum not less than ..........

($......) Dollars, and if the party of the second part fail to procure or effect such insurance within Ten (10) days from date hereof, the party of the first part may effect such insurance and charge the cost thereof to the said party of the second part, and which charge the said party of the second part agree.. to pay on demand, or upon the failure or refusal of the said party of the second part to pay said premium, then the party of the first part may, at.... option, take immediate possession of the said business, anything herein contained to the contrary notwithstanding.

The said party of the second part in consideration of the above agree.. to keep, during the continuance of this agreement, stock in a sum not less than the amount of stock now contained in the aforesaid premises, the value thereof to be not less than........ ($......) Dollars, and in the event that the party of the second part fail.., to comply therewith, the balance remaining unpaid shall then, at the option of the party of the first part, become due and payable, and the possession of the business herein mentioned is to revert back to the party of the first part, and the party of the second part agree that the said party of the first part may maintain an action to eject the said party of the second part as trespasser on said premises.

The party of the second part in consideration of the sum of one dollar to

......in hand paid by the party of the first part, the receipt whereof is hereby acknowledged, hereby agree.. to and with the party of the first part, ......

heirs, executors, administrators and assigns, that in the event the party of the second part fail.. to comply with any and all the terms and conditions of this agreement, or in the event the party of the second part fail.. to pay any and all of the installments at the time and in the manner hereinbefore mentioned, then the party of the second part authorize.. the party of the first part, ......

heirs, executors, administrators or assigns, to re-take possession of said business, stock, chattels, fixtures, and the good will thereof, and any sum of money paid hereunder shall belong to the party of the first part, ........heirs, executors, administrators or assigns, as liquidated, fixed and stipulated damages, and not as a penalty because the parties herein cannot ascertain the exact amount of damages sustained by the said party of the first part for a breach of the conditions of this agreement by the party of the second part, and the said party of the second part agree.. to and with the said party of the first part, ......

heirs, executors, administrators or assigns, in the event said party of the second part shall default in the payment of the installments hereinbefore mentioned, or in the event the party of the second part fail to comply with any and all the terms and conditions of this agreement, that the said party of the second part will not engage in a business similar to the one mentioned in this agreement, either directly or indirectly, as principal, agent, servant, or employee, for any person, firm or corporation whatsoever, neither will the said party of the second part establish a business of a like nature, nor cause the same to be established, for a period of ........ (••••) years from date hereof, within a radius of........ (......) square blocks from the aforesaid premises, and the parties hereto agree that in the event of a breach of the aforementioned condition, the said party of the first part will be entitled to an injunction restraining the said party of the second part for violating the terms of the agreement hereinbefore mentioned.

IT IS ALSO UNDERSTOOD between the parties hereto, that upon full compliance by the party of the second part of all the terms, covenants and conditions herein contained, that the party of the second part is to have, hold and enjoy the above business unto.....heirs, executors, administrators and assigns forever.

IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals this......day of........one thousand nine hundred and........

(19....).

In presence of,

..........................

..................................................

..................................................

SCHEDULE OF THE FOREGOING CONDITIONAL BILL OF SALE:

.........................................................................................................................................

..........................................................................................................................................

STATE OF.................

CITY OF...................

................ being duly sworn, depose.. and say.., that ..he reside.. at

............in the Borough of.........., in the City of..........

That ...... the same person.. who executed the within conditional bill of sale.

That......the sole and absolute owner.. of the property described in said conditional bill of sale and has full right to dispose of same.

That the said property, and each and every part thereof, is free and clear of any liens, mortgages, debts or other incumbrances of whatsoever kind or nature.

That the just, true, full and lawful sum due on this conditional bill of sale is ($......) ........Dollars, and is to be paid in installments as mentioned and described therein; that ..he........read the foregoing conditional bill of sale and know.. the contents thereof.

That this affidavit is made for the purpose and with the intent of inducing

............to purchase the property described in said conditional bill of sale, knowing that ..he., will rely thereon and pay a good and valuable consideration therefor.

Sworn to before me, this ......day of...........19...