Bill of Sale November 2, 2012
Exhibit 99.8
Bill of Sale
November 2, 2012
For good and sufficient consideration, receipt of which is hereby acknowledged, R & S Xxxxxxxx Real Estate and Equipment, LLC, a Colorado limited liability company (“R&S”), Xxxxxxxx Produce & Farms, LLC, a Colorado limited liability company (“DPF”) and Xxxxxxx X. Xxxxxxxx (“Xxxxxxxx”) on the one hand and hereinafter referred to collectively as “Seller” and XX Xxxxxxxx, LLC, a Colorado limited liability company (hereinafter “Buyer” or “TR Bessemer”), a wholly-owned entity of Two Rivers Water Company, a Colorado corporation (“TRWC”), on the other hand. This Bill of Sale is made pursuant to that certain Master Agreement between the parties (the “Agreement”), dated the 12th day of April, 2012.
Seller has does SELL, ASSIGN, TRANSFER, and DELIVER to TR Bessemer, LLC, a Colorado limited liability company, its successors and assigns ("Buyer"), effective as of November 2, 21012, all Seller's right, title, and interest in and to each and all of the following assets:
2010 Xxxx Deere 7930 MFD
2011 Xxxx Deere 7330 RMFD
2011 Xxxx Deere 8360 RMFD
1 Xxxx Deere Air Corn 6Row
1 Xxxx Deere 955 6 Bottom Switchplow
1 Landoll 18 FT Mulcher
1 Landoll 23 FT Disc
1 Artsway 24 FT Land Plane
1979 ALLIS CHALMER7045
1991 CASE INTERNATIONAL5120 MFD
1995 XXXX DEERE7800
2002 XXXX DEERE7410
2009 XXXX DEERE6700 HI CYCLE SPRAYER
1 PLANTER JR VEG 8ROW
3 XXXXXX VEG 6ROW
1 MONESOM VEG 6ROW
1HINIKER 6ROW CULTIVATOR
1 XXXX HOG 6 ROW CULTIVATOR
1 XXXXX 6 ROW CULTIVATOR
1 XXXXX XXXXXXX 6 ROW CULTIVATOR
1 INTERNATIONAL 21 FTT AND EM DISC
1 XXXXX XXXXXXX 21 FT VIBER SHANK
1 BRILLION FORAGE CHOPPER
1 BRILION 18 FT MULCHERS
1 INTERNATIONAL FORAGE CHOPPER
1 XXXXX XXXXXXX V-DITCHER 3 PT
1 BIG RHINO 6FT DITCH BLADE
1 IH 15 FT VEG TRAILERS
1 VEG-ALL 21 FT CONVEYOR
1 XXXX DEERE 7 SHANK V RIPPER
1 XXXX DEERE 12 ROW BEDDING BAR
1 IH 8 ROW BEDDING BAR
Seller hereby authorizes Buyer to take any appropriate action in connection with any of these rights, claims, causes of action, and property, in the name of Seller or in its own or any other name.
And Seller, subject to the terms of the Agreement, does hereby warrant, covenant and agree that it:
(a) has good and marketable title to the assets, hereby sold, assigned, transferred, conveyed, and delivered;
(b) will warrant and defend the sale of these assets, against all and every person or persons whomsoever claiming to or making claim against any or all of them; and
(c) will take all steps necessary to put Buyer, its successors or assigns, in actual possession and operating control of the assets.
Any individual, partnership, corporation, or other entity may rely without further inquiry upon the powers and rights herein granted to the Buyer.
AGREED:
SELLER:
R & S Xxxxxxxx Real Estate and Equipment, LLC, a Colorado limited liability company
By: /s/ Xxxxxxx Xxxxxxxx
Title: Managing Member
Xxxxxxxx Produce & Farms, LLC a Colorado limited liability company
By: /s/ Xxxxxxx Xxxxxxxx
Title: Managing Member
BUYER:
TR Bessemer, LLC, a Colorado limited liability company
By: /s/ Xxxxx Xxxxxxx
Its: Manager
TRWC, INC., a Colorado corporation d/b/a
Two Rivers Water Company
By: /s/ Xxxxx Xxxxxxx, CFO