When a member contributes personal property to the LLC, usually as part of an initial capital contribution, the following bill of sale may be used to document the transfer.
Bill of Sale
STATE OF TEXAS
COUNTY OF [county]
KNOW ALL PERSONS BY THESE PRESENTS:
THAT I, [name of seller] (“Seller”), of [address of seller], in consideration of a membership interest in the Buyer and other good and valuable consideration, receipt of payment being hereby acknowledged, do hereby sell and transfer to [name of LLC], a Texas limited liability company (“Buyer”), of [address of LLC], and its successors and assigns, the personal property described on Exhibit A attached hereto and incorporated herein (“Personal Property”).
Seller warrants that Seller is the lawful owner in every respect of all the Personal Property. Seller binds Seller and Seller’s successors and assigns to warrant and forever defend Buyer’s and Buyer’s successors’ and assigns’ title to the Personal Property against every person claiming the described Personal Property or any part of it.
THE PERSONAL PROPERTY IS SOLD “AS IS,” WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, AS TO THE CONDITION OF SUCH PERSONAL PROPERTY.
This Bill of Sale shall be effective as to the transfer of all the Personal Property as of [effective date] (“Effective Date”).
Seller:
[Name of seller]
Buyer:
[Name of LLC]
By:
[Name of managing member or
manager], [title]
Attach exhibit A. |