bill-of-sale-personal-property

name	bill-of-sale-personal-property
title	Personal Property Bill of Sale (CRE)
description	Drafts a U.S. CRE personal property Bill of Sale transferring equipment, fixtures, FF&E, inventory, and other tangible assets. Handles inclusion/exclusion schedules, price allocation, tax responsibility, and risk of loss. Trigger when the user needs a bill of sale, asset schedule, equipment transfer document, or personal property conveyance tied to a CRE closing.
author	CaseMark
author_url	https://github.com/CaseMark/skills/tree/main/skills/legal/bill-of-sale-personal-property
license	Apache-2.0
version	0.1.0
execution_mode	open
jurisdiction	us
practice	real-estate
language	en
tags	["agreement","drafting","transactional"]

Personal Property Bill of Sale (CRE)

Transfers tangible personal property in a CRE transaction with price allocation, risk allocation, and closing mechanics aligned to the purchase agreement.

Quick Start

Gather before drafting:

Input	Detail
Parties	Legal names, entity type, formation state, addresses, signatory title
Asset schedule	Included items with identifiers (serial/VIN/model); excluded items list
Price	Total consideration, allocated personal property amount, payment method/timing
Taxes	Sales/use tax allocation and reporting responsibility
Risk & delivery	Risk-of-loss transfer point, removal location/deadline, transport costs
Reps/warranties	Title, authority, liens, condition model (AS IS or limited warranty)
PSA alignment	Defined terms, closing conditions, survival, remedies from purchase agreement
Jurisdiction	Governing law state, notarization requirement

Drafting Workflow

1. Mirror PSA terms. Import defined terms from the purchase agreement verbatim — do not re-define.
2. Insert parties. Full legal names, entity types, formation states, authority language.
3. Set effective date. Align transfer trigger to closing date/time in PSA.
4. Attach asset schedule (Exhibit A). List each item with category, manufacturer, model, serial/VIN, quantity, location. Add explicit exclusions in Exhibit B.
5. State consideration & allocation. Purchase price, payment method, credits/deposits. Note IRS Form 8594 obligation if applicable.
6. Assign tax responsibility. Specify which party handles sales/use/transfer taxes and filings.
7. Choose condition model. Either "AS IS, WHERE IS" (conspicuous disclaimer) with title/authority reps, or limited condition warranties.
8. Allocate risk of loss & delivery. Transfer point, removal deadline, transport costs on Buyer.
9. Add conditions precedent. Tie effectiveness to real property closing if applicable.
10. Add indemnity/survival only if negotiated in PSA. Otherwise omit for clean close.
11. Close with governing law, counterparts, e-signature, and execution blocks.