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Purchase Agreement

Purchase Agreement

Version: v1.0| Last updated:15/07/2026

1. The Agreement

1.1 This agreement is made between:

(a)You, being the seller of the Asset (“you”, “your”); and

(b)Redcorn Limited, a company registered in England and Wales with company number 02768567 and registered office at Units 3/4, Kerry Avenue, Aveley, Purfleet-On-Thames, South Ockendon, RM15 4YE (“we”, “us”, “our”).

1.2 This agreement relates to the sale and transfer of the asset described in your order (the “Asset”).

1.3 This agreement comes into existence when we confirm acceptance of your order following your acceptance of a quote (“Quote”).

2. Basis of the Agreement

2.1 This Agreement applies to the exclusion of any other terms you seek to impose or incorporate, particularly where you are actingin the course ofa business.

2.2 The Asset is sold andpurchasedbased on:

  1. the information you provided;
  2. any assumptions included in the Quote; and
  3. anysubsequentverification or inspection undertaken by us.

3. Price and Payment

3.1 The price for the Asset (the “Price”) shall be the amount set out in the accepted Quote.

3.2 The Price may be:

  1. a payment made to you;
  2. zero (no payment by either party); or
  3. a fee payable by you.

3.3 The Price will always be agreedbefore this Agreement is formed. You will notbe requiredtoproceedunless you have acceptedthatPrice.

3.4 Where weare required tomake payment to you, such payment shall be made by bank transfer unless otherwise agreed.

3.5 Payment shall be made:

  1. at the point of collection; or
  2. within7 business daysfollowing collection and completion of any required checks, unless otherwise agreed.

3.6 Where youare required topay a fee, the timing and method of payment shall be agreed in advance.

4. Seller Warranties

4.1 Yourepresentand warrant that:

  1. you have full legal and beneficial ownership of the Asset;
  2. the Asset is free from all finance, charges,liensor third-party interests (unlessdisclosedand agreed);
  3. you have the right,powerand authority to enter into this Agreement;
  4. all information provided by you isaccurate,completeand not misleading;
  5. the Asset corresponds to the description provided and the basis on which the Quote was given; and
  6. you havedisclosedany material defects, faults,damageor issues affecting the Asset.

4.2 The warranties set out in this clause apply:

  1. at the time this Agreement is entered into; and
  2. at the time of collection or handover.

5. Verification and Inspection

5.1 We may inspect the Asset at any time, including at the point of collection.

5.2 If the Asset:

  1. differs materially from the description provided; or
  2. does not meet the assumptions or basis on which the Quote was given,

we may, at our discretion:

  1. withdraw from the Agreement; or
  2. propose a revised Price.

5.3 You shall be given a reasonable opportunity to accept or reject any revised Price beforeproceeding.

6. Collection

6.1 Where collection is agreed:

  1. we will arrange collection at a mutually agreed date and time; and
  2. any collection time provided is an estimate only and is not guaranteed.

6.2 You must ensure that:

  1. the Asset is accessible at the agreed location;
  2. the Asset can be safely loaded or recovered;
  3. all necessary access permissions are in place; and
  4. the Asset is in a condition suitable for collection as described.

6.3 If collection fails due to:

  1. lack of access;
  2. unsafe conditions; or
  3. incorrect or incomplete information provided by you,

we may:

  1. rearrange collection; and/or
  2. recover any reasonable costs incurred.

7. Transfer of Ownership and Risk

7.1 Ownership of the Asset shall transfer:

  1. when the Price is paid in full (where we are making payment to you); or
  2. when we take possession of the Assetand, where applicable, any fee payable byyou has been paid in full,
    unless otherwise agreed.

7.2 Risk in the Asset shall pass at the point of collection.

8. Documentation and Handover

8.1 At or before collection, you must provide (where applicable):

  1. all keys relating to the Asset;
  2. registration documents or equivalent proof of ownership;
  3. service history,manualsand associated records; and
  4. any other documentsreasonably required.

8.2 You must remove all personal belongings from the Asset prior to collection.

8.3 We accept no responsibility for any items left in the Asset, and such items may be disposed of without liability.

9. Failure to Complete and Termination

9.1 We mayterminatethis Agreement with immediate effect if:

  1. any of your warranties are incorrect or misleading;
  2. the Asset is materially misdescribed;
  3. youfail toprovide access for collection; or
  4. youfail toprovide required documentation or cooperation.

9.2 You may withdraw from the Agreement at any time prior to collection.

9.3 Where termination or failure to complete arises due to your breach, we reserve the right to recover any reasonable costs incurred.

10. Liability

10.1 Nothing in this Agreement shall limit or exclude liability for:

  1. death or personal injury caused by negligence;
  2. fraud or fraudulent misrepresentation; or
  3. any liability which cannot be limited or excluded by law.

10.2 Subject to clause 10.1, and to the fullest extentpermittedby law:

  1. we shall not be liable for:
  • loss of profit;
  • loss of business or revenue;
  • loss of contracts or opportunities; or
  • any indirect or consequential losses.

10.3 Where you are actingin the course ofa business, our total liability arising under or in connection with this Agreement shall be limited to the Price.

11. Entire Agreement

11.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions,negotiationsor representations.

12. If You Are a Consumer

12.1 If you are an individual acting outside the course of a business:

  1. you have certain statutory rights which cannot be excluded or limited; and
  2. nothing in this Agreement affects those rights.

13. General

13.1 We may assign,transferor subcontract our rights and obligations under this Agreement.

13.2 You may not assign or transfer your rights without our prior written consent.

13.3 If any provision of this Agreement is held to be invalid,illegalor unenforceable, the remaining provisions shall remain in full force and effect.

13.4 This Agreement shall be governed by and construedin accordance withthe law of England and Wales.

13.5 The courts of England and Wales shall have exclusivejurisdiction, subject to any rights of consumers.