Help - Sales Agreement ...or not?

[Matthewb]

At last I've closed the deal on the new toy (just check out the worried look on my face at how much it's costing...!)

But I have a question over the paperwork.

Purchase is brokerage through a dealer. I was expecting a lengthy "standard" Sale Agreement full of legal blurb which we would inevitably fight over. Instead I've got a simple sales invoice with the words:
Subject to survey
Subject to engineer's report
Subject to being mechanically and structurally sound
Delivery included

I didn't ask for this wording, it's just what they faxed over (they say they don't usually issue a long sale agreement). Notice there's no mention of return of deposit!

The big question is..... do I really need a big long agreement that'll take a week to read? Or is the above, or amended words to similar effect, actually enough to cover my backside.......?

Any advice would be greatfully received.

Thanks,
Matt


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[gr1mb0]

Just got exactly the same from Crest Marine in Poole whilst buying a boat on brokerage. The 'Order Form' T&Cs were evidently written from the perspective of buying a new boat, although as they referred only to 'the goods' it could just have easily applied to buying some of their clothing or chandlery gear! Interestingly, the T&Cs refer to Crest Marine as 'the Vendor' (rather than the owner).

On the Order form they did reference the 'brokerage sale on behalf of <owners name>' and they did send through a final "Statement" after the purchase was completed which just added the boat's manufacturer's serial no. and engine no.

I too felt sort of uncomfortable with this and have asked for a formal Bill of Sale signed by the previous owner at least (we'll wait and see what happens).

Might the RYA be able to offer an opinion if you contacted them?

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[Greg2]

Something similar from Brooms recently, got a letter confriming our offer subject to survey. They seem to work on trust - I didn't have any qualms about trusting them but I know some Brokers I might think twice about.

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[deborahann]

Seems fair enough to me. Your buying a boat that looks OK at the time of purchase. Bought as seen. It's not like buying from Do It All. You cant take it back next week if it does not suite. The agreament does give you the chance to check everything out first. If your not happy with anything, say so., else it's quite rightly yours and your responciilty from then on.

<hr width=100% size=1>deborah on delft. Nothing to do with Mucky Farter!!

 

[jfm]

It's up tp you if you want to take it on trust but if you are relying on the written agreement it doesn't give you much protection. Suppose the survey reveals a defect. You might think that gives the the right to walk away. They might think it gives you the right to a price reduction but no more. Then they say "we think the price reduction is £1000" but you think it should be £5000. There are no rules about how to determine the price reduction. If you disagree their £1000 number they say you are in breach and they keep your deposit. And you dont know in which capacity the deposit is held, stakeholder or agent. And so on.

Much simpler to use the standard form agreement (which several brokers use in my experience) then all these obvious potential arguments are avoided completely



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[deborahann]

Bolox.

"Subject to survey
Subject to engineer's report
Subject to being mechanically and structurally sound"

It ses it all there. Any clot can read it. If theres owt wrong. Just dont buy it. Why does every one try to change wots simple into complicated.

Either yer want the boat or not. It's as simple as that.



<hr width=100% size=1>deborah on delft. Nothing to do with Mucky Farter!!

 

[Matthewb]

Steady on, are you trying to say I'm a clot.......?

I don't want to make it complicated, quite the opposite, BUT, it's a lot of money to me and I want to feel confident that I won't lose everything if she turns out to be a doggy old tub on the sea trial.

There's trust....... and there's potential loss of my hard-earned....... somewhere between option a) half a tree of printed blurb and option b) 4 short lines jotted on a fax there has to be an option for sensible wording that protects all parties.

I'm not a tyre-kicker (maybe that should be fender-kicker) - I want the boat, but not if there's something badly wrong with her. Then I need a get out.

Thanks for all the comments though.

Matt

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[BrendanS]

U need to get used to threaded conversations? The response from Haydn (using Debs ID) was to jfm not you.

Haydn was disagreeing with jfm's interpretation of the scenario, in robust language, but that's nothing new! <g>

Personally, I'd be interested in seeing the complete document, as I doubt they just listed those words with no caveats?
Brendan

<hr width=100% size=1>Catapultam habeo. Nisi pecuniam omnem mihi dabris, ad caput tuum saxum immane mittam.

 

[Matthewb]

Thanks Brendan. Actually those few lines are exactly what appear on the document. There's no caveat, no more detail, no get out clauses, just the numbers showing purchase price, part-ex, balance due. It really is a very basic invoice.
Matt

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[BrendanS]

In which case, I'd go back to them. Quite realistic to ask for something a little more sophisticated. Get an RYA document or something similar to base it on, If you can't download one from the RYA site, someone here can email one to you.

I'd feel a little exposed with such a basic document? unless I really trusted the brokers?



<hr width=100% size=1>Catapultam habeo. Nisi pecuniam omnem mihi dabris, ad caput tuum saxum immane mittam.

 

[hlb]

It makes no difference how complicated the ageement gets. Mind if it was me selling and some one wanted to get complicated. I'd tell them to sling there hook and buy some one elses boat.

It's a private sale by two individuals. Once you buy it, it's yours, no come backs. Just like buying an old washing machine out of loot. Now if you buy something off a market stall, then there is a come back, cos he's a trader. Just cos a boats expencive dont make the law any different. Get it surveyed and tested all you want first. Then buy or not as the case may be. But then it's yous, no come backs.

<hr width=100% size=1> <font color=blue>If you thought my boat was dirty. You want to meet my girl friend!!
Haydn

 

[Deleted User YDKXO]

Matthew, in this litiguous age, I dont think this is anywhere near good enough for the purchase of something as expensive as a boat not least because it does'nt set out any specific conditions relating to your rights to reject the boat following a survey or any procedure for dealing with defects found by the survey (simply saying 'subject to survey' means virtually nothing)
I recently bought a brokerage boat and the broker used the ABYA (Association of Brokers and Yacht Agents) Form of Agreement for the Sale and Purchase of a Secondhand Vessel. This document seems to be widely used by brokers and IMHO is much more appropriate

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[Dave_Snelson]

The standard ABYA and YBDSA contract covers all eventualities and you should use this.

<A target="_blank" HREF=http://www.ybdsa.co.uk/abya_index.htm>http://www.ybdsa.co.uk/abya_index.htm</A>

<hr width=100% size=1>Madoc Yacht Club
<A target="_blank" HREF=http://www.madocyachtclub.co.uk>http://www.madocyachtclub.co.uk</A>

 

[tcm]

A question of Clarity - not Trust

um, it's not a question of "trust" - it's a question of clarity: what happens under what circumstances.

If you really trust them, you don't need a piece of paper. The paper is only needed to define what happens if it doesn't go as you hope/plan. But an ambiguous or too-short piece of paper doesn't cover it all hence is no good.

"subject to survey" doesn't mean anything specific, as jfm points out. Does it mean you can back out, or that prob will be haggled? It could mean that you get a survey but no option to back out. Go mad if you want, but you also signed for "delivery included" so you knew you were buying it at that point. Same with a new boat - they do a "sea trial" but if the boat is a bit leaky or not as quyick as hoped, you can't say nah, don't want it thanks.

Continually insisting that "it's a question of clarity - not trust" ensures that all the angles are covered for everyone. But, feeling a bit awkward about asking what happens when the engines are found to be busted, or when your surveyor says its is okay but rubbish value and he'd buy the boat in the next marina which you found the following weekend after you'd placed a deposit...is the route to miserable situations of the type we meet here.

sorry replying generally here, not specifically at Brendan

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[jfm]

Debra/HLB. I agree the sentiment of what you say. But you make a big potential mistake in assuming the seller will behave well. Dont read a legal agreement to decide what you think it means, read it to see what the other person could think it means. If the seller behaves well then fine, you dont need a complex agreement. Complex (not that this is complex) legal agreeemtns aren't there to deal with people who are nice, they are to deal with people who aren't. Like people who would refuse to return a deposit on a boat that surveyor reports is faulty.

There's no disagreeemnt between us. You can do it either way. But it's clear this 4 line agreement doesn't give him protection against a badly behaved seller, so he's taking the good behaviour of the seller on trust. That's for him to decide, I've never even met the seller

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[KevB]

It's a sales invoice therefore the sale is.........

Subject to survey
Subject to engineer's report
Subject to being mechanically and structurally sound

Just about everything you would want to check when buying a boat apart from general tidyness and legal ownership. Oh, and a sea trial to make sure it does all you want it to do.

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[EME]

Haydn/Matthew

Matthew has paid a deposit .. probably 10%

Following the advice on this forum, and therfore using several forms of 'clarity' i.e in my case having insertions made on the subject of title/escrow and independent bank account and previous transfer documents probably saved me £16,500 when I pulled out of that dodgy Superhawk 14 months ago ( or was it longer !!) .. I feel I would still have been fighting now

Get absolute clarity at every stage ,, AND do it under UK law.

<hr width=100% size=1><font color=blue>I am WHAT I say I am</font color=blue>

 

[tcm]

Re: er, no

it's a sale invoice, and that's that. An engineer's report - could be the sellers engineer. A sea trial could mean that it floats. "Subject to" doesn't mean that it follows that you get all your loot back.

Important note for everyone here surely - Long verbose legal looking things, as well as short and "trusting documnets can be drawn up by *anyone*. But when we see them, and then some people say "yes it was drawn up by a Lawyer or Solicitor" and it sounds as though it is Official.

But it's not official at all. There's no such thing. Agreements in writing can be tested in only one way, and that's in Court.

Complex things like buying and selling companies involve loads of money, hence it's worth geting specialised lawyers to write the terms. And because the deal is worth a load of money, if there something wiffy it's worthwhile to fling a load of money at some lawyers to have a scrap in Court if there's an argument later. The argument focuses on the pieces of paper in advance, and most certianly do not include anything being "obvious" .

Problem with boat deposits is that it is not really worth involving too much lawyering to get back a few thousand quid. The ten percent rule applies - spend no more than 10% on lawyers and if it won't do the job you are on your own. So a £10k deposit is worth about a grand on lawyers - more than that and it's slipping into a persoanl crusade inwhich even if you win, the money ain't worth it.

It is for this reason that "standard forms" of sale agreements are used - because they have been tested in court, perhaps lots of times. However, even then, the standard forms can be modified if you want and if they agree.

Standard forms could be adapted (and in my view, they jolly well should be adapted) for new powerboats, frexample. the boat could be pefectly sound but not be able to do 30 knots as in the brochure. In fact praps not able to do 15knots, but still be "sound". Now what? So, new boats advertising that they should do 34 knots (but with massive no-guarantee caveats) should imho be ammended to say that it must definitely do 30 knots at sea trial. And note that this isn't a good enough term either: the details should say that delivery date longstop date is estimated delivery date as on contract plus 1 month else they pay a penalty ppayment to you, and that within 1 month after that it will do the 30 knots on gps at a sea trial, otherwise you get all your money back.

mathewb's boat does not have any speed guarantee, and certainly doesn't involve any money being given back under any circumstances at all.

Nothing means that you get all your loot back except a specific clause that says "you get all your loot back if ...."

And even under these circumstances you cant call the polic of course to adjudicate - the seller would consider his position - in other words, is it worth him flinging the 10% at a lawyer to defend the £10k in his pocket in Court...or if he loses (which is more likely if there a specific clause that applies) would he find himself having to pay the 10k, plus both lawyers fees making £5k (cos the guy with the better case usually hires better and more expensive lawyers) plus disbursements hence another £3k plus vat making nearly £20k, ouch.

People and companies don't stitch each other cos if they do, they go to priz, or lose a lot of money. But if there's a point at which it is worth being nasty, or flying off to Brazil, they sometimes do. The risk is higher when the other party has done lots of similar deals ,and you haven't - another reason why specialist lawyers are involved in buying big things like houses and companies (and should be boats too) before the sale rather than afterwards.




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[TargaLout]

What you bought/thinking of then Matt???

<hr width=100% size=1><http://www.fairlinetarga37.com>

 

[Kevin]

My way of thinking never leave more deposit than you can afford to lose, always make sure that you have what you feel you need to relax and sleep well over the deal, if the vendor doesnt move a little and willing to compromise on this then tell them to clear off.

I have never left a deposit before survey my thinking is is that a survey is a damn site less than a 10% deposit normally and if it comes back bad i walk away, if on the other hand ive left a deposit and the survey ( which i still have paid for) comes back bad then there is a chance i can lose deposit and survey. ive never had a problem when the survey came back good and have lost the boat due to not having paid a deposit, most sellers if they think you are serious will wait on the survey for you, well like i say in my experience anyway.

I dont think these things have to be complicated you just have to make sure you get sorted and set out what you feel is important. personally i would have wanted some details of what might happen in the event of a bad survey etc and definitly that if i wasnt 100% happy with any information thrown up then my deposit would be returned, if they wouldnt agree then its bye, no boats that good or that needed that if you dont feel happy its worth pusrsuing at worry to yourself, sometimes its better to just walk away IMHO.

When buying used the way i like to work is through a broker i have a relationship with and ask them to find the boat Im looking for atleast that way you have only one possible for nasty problems and not both the boat and broker.

kevin