The Exchange Note Sale Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Exchange Note in favor of the Buyer. A business sale agreement is a legal document that describes and records the price and other details when a business owner sells the business.A Business Purchase Agreement is a contract that transfers a business entity from its owner to a new buyer. THIS PURCHASE AND SALE AGREEMENT (this "Agreement") is made as of this ____ day of. Once you have a general agreement with the buyer, the buyer usually drafts and signs a non-binding letter of intent. (a) The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of New York.