Smith is the owner in fee simple of a certain parcel of land, with the buildings situated on it, in _________, in the County of _________, described as follows: _________.

Jones is the owner in fee simple of premises in the Town of _________ in the County of _________, in this state, situated on _________ Street in that town, being on a corner _________ feet by _________ feet upon which is the only store building owned by Jones in that town.

Jones is also the owner of the stock of goods, wares and merchandise contained in the store which will inventory at about $_____.

1. Smith shall in consideration of the property agreed to be conveyed by Jones to Smith, convey to Jones the described lands of Smith with the buildings on them, and the appurtenances of them, in fee simple, free from all incumbrances, except as follows:

2. Jones shall, in consideration of the property agreed to be conveyed by Smith to Jones, convey to Smith the described premises of Jones, with the building, and the appurtenances of it, in fee simple, free of all incumbrances and also shall sell and transfer to Smith all the goods, wares and merchandise in the building contained, free and clear of all incumbrances whatsoever; and shall, before making such transfer, comply in all respects with the Bulk Sales Law of the State of _________.

3. Within _________ days from the date of transfer an inventory shall be taken of the goods, wares and merchandise in the store building contained, in which the goods, wares and merchandise shall be priced at actual cost, plus freight and drayage. In the event that such inventory shall show a value of more than $_____, Smith shall pay to Jones the difference between such value and $_____, in cash, or at the option of Smith, by giving a promissory note for such difference, payable not more than _________ months after date, with interest, at _________ Bank, _________. In the event that such inventory shall show a value of less than $_____, Jones will pay to Smith the difference between such value and the sum of $_____.

4. The exchange shall be completed on or before the _________ day of _________, _________[year], when each of the parties shall by good and proper deeds, convey the real property to the other of them, free from all incumbrances except as mentioned above, and Jones shall transfer and deliver to Smith all of the personal property in such inventory mentioned and described, and will make and deliver to Smith a good and sufficient bill of sale for them. For convenience the deeds of both parties shall be placed for delivery with the _________ Bank, _________, to be delivered upon instructions to the respective grantors so to do.

5. Each of the parties shall deliver to the other within _________ days from the date of this agreement a merchantable abstract of title, showing a marketable title to the respective parcels of real property in the respective grantors.