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The Parties irrevocably waive the right to a jury trial for disputes arising under the Bill of Sale.","https://schema.org",{"og:url":32,"og:type":75,"og:title":10,"og:site_name":45,"og:description":12},"article",{"robots":77,"canonical":32},"index,follow",{"doc_id":79,"site_id":7},283317,1790334915,{"code":4,"msg":82,"data":83},"success",[84,89,94,99,104,109,113,118,123],{"id":85,"doc_module":22,"doc_module_name":25,"category_name":86,"show_sort_weight":87,"slug":88},11,"Presentations",90,"presentations",{"id":90,"doc_module":22,"doc_module_name":25,"category_name":91,"show_sort_weight":92,"slug":93},12,"Resumes",80,"resumes",{"id":95,"doc_module":22,"doc_module_name":25,"category_name":96,"show_sort_weight":97,"slug":98},14,"Invoices",70,"invoices",{"id":100,"doc_module":22,"doc_module_name":25,"category_name":101,"show_sort_weight":102,"slug":103},15,"Posters",60,"posters",{"id":105,"doc_module":22,"doc_module_name":25,"category_name":106,"show_sort_weight":107,"slug":108},16,"Social Media",50,"social-media",{"id":110,"doc_module":22,"doc_module_name":25,"category_name":29,"show_sort_weight":111,"slug":112},17,40,"forms",{"id":114,"doc_module":22,"doc_module_name":25,"category_name":115,"show_sort_weight":116,"slug":117},18,"Letters",30,"letters",{"id":119,"doc_module":22,"doc_module_name":25,"category_name":120,"show_sort_weight":121,"slug":122},21,"Paper Templates",5,"papers-templates",{"id":124,"doc_module":22,"doc_module_name":25,"category_name":125,"show_sort_weight":4,"slug":126},158,"General","general-158",{"code":4,"msg":82,"data":128},{"doc_id":79,"user_id":129,"nickname":42,"user_avatar":130,"doc_module":22,"category_id":110,"category_name":29,"doc_title":10,"doc_description":12,"doc_content":131,"file_id":132,"file_url":133,"file_type":134,"file_size":135,"view_count":55,"is_deleted":4,"is_public":22,"is_downloadable":22,"audit_status":22,"page_count":30,"language":136,"language_code":8,"site_id":7,"html_lang":8,"table_of_contents":137,"faqs":138,"seo_title":139,"seo_description":12,"update_tm":140,"read_time":22},962075114101,"https://ap-avatar.wpscdn.com/avatar/e000253a75eb197efd?x-image-process=image/resize,m_fixed,w_180,h_180&k=1780044092746381165","EXHIBIT B  \nFORM OF BILL OF SALE  \nBILL OF SALE AND ASSIGNMENT  \nThis BILL OF SALE AND ASSIGNMENT (this “Bill of Sale”) is made this   day of   , 201_, by and between the CITY OF VERO BEACH, FLORIDA, a municipal corporation organized under the laws of the State of Florida (“Seller”), and FLORIDA POWER & LIGHT COMPANY, a corporation organized under the laws of the State of Florida (“Buyer”) . Seller and Buyer are referred to herein individually as a “Party,” and collectively asthe “Parties.”  \nW I T N E S S E T H:  \nWHEREAS, Buyer and Seller have entered into an Asset Purchase and Sale Agreement, dated as of [  ], 201_ (the “PSA”), pursuant to which, upon the terms and subject to the conditions set forth therein, among other things, Seller has agreed to sell, assign, convey, transfer and deliver to Buyer, and Buyer has agreed to purchase and acquire from Seller, the Acquired Assets, as defined in the PSA.  \nNOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:  \n1.  Definitions. All capitalized terms used, but not defined herein, shall have the meanings ascribed to such terms in the PSA.  \n2.  Sale, Transfer and Assignment. Subject to the terms and conditions of this Bill of Sale and the PSA, Seller does hereby irrevocably and unconditionally sell, assign, transfer and deliver to Buyer all of Seller’s right, title and interest in and to the Acquired Assets that constitute personal property, and Buyer hereby accepts such sale, assignment, transfer and delivery.  \n3.  Effective Time. This Bill of Sale shall be effective as of the Effective Time.  \n4. No Modification. This Bill of Sale is made pursuant to, and is subject to the terms of, the PSA. Notwithstanding anything to the contrary contained in this Bill of Sale, nothing contained herein is intended to or shall be deemed to limit, restrict, modify, alter, amend or otherwise change in any manner any of the representations, warranties, rights or obligations of Seller or Buyer under the PSA, and in the event of any conflict between the terms and provisions hereof and the terms and provisions of the PSA, the terms and provisions of the PSA shall control.  \n5.  Counterparts. This Bill of Sale may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement.  \nExhibit B-Bill of Sale  \n113058050.2  \n6.  Section Headings. The descriptive headings herein are inserted for convenience only and are not intended to be part of or to affect the meaning or interpretation of this Bill of Sale.  \n7.  Governing Law; Venue; and No Jury Trial.  \n(a) This Bill of Sale shall be governed by and construed in accordance with the laws of the State of Florida (without giving effect to conflict of law principles) as to all matters, including but not limited to matters of validity, construction, effect, performance and remedies.  \n(b) THE PARTIES HERETO AGREE THAT VENUE IN ANY AND ALL ACTIONS AND PROCEEDINGS RELATED TO THE SUBJECT MATTER OF THIS BILL OF SALE SHALL BE IN THE CIRCUIT COURT OF THE STATE OF FLORIDA IN INDIAN RIVER COUNTY, FLORIDA, WHICH COURTSHALL HAVE EXCLUSIVE JURISDICTION FOR SUCH PURPOSE AND THE PARTIES HERETO IRREVOCABLY SUBMIT TO THE EXCLUSIVE JURISDICTION OF SUCH COURT AND IRREVOCABLY WAIVE THE DEFENSE OF AN INCONVENIENT FORUM TO THE MAINTENANCE OF ANY SUCH ACTION OR PROCEEDING. SERVICE OF PROCESS MAY BE MADE IN ANY MANNER RECOGNIZED BY SUCH COURT.  \n(c) EACH OF THE PARTIES HERETO IRREVOCABLY WAIVES ITS RIGHT TO A JURY TRIAL WITH RESPECT TO ANY ACTION OR CLAIM ARISING OUT OF ANY DISPUTE IN CONNECTION WITH THIS BILL OF SALE OR THE TRANSACTIONS CONTEMPLATED HEREBY. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE PARTIES HERETOTO ENTER INTO THIS BILL OF SALE, AND SHALL SURVIVE THE CLOSING.  \n[Signature Page Follows]  \nExhibit B-Bill of Sale  \n113058050.2  \nThe Parties have caused this Bill of Sale to ","cbCainf3d9GoXHYf","https://ap.wps.com/l/cbCainf3d9GoXHYf","pdf",90950,"English","# Exhibit B: Form of Bill of Sale and Assignment\n## Definitions\n## Sale, Transfer and Assignment\n## Effective Time\n## No Modification\n## Counterparts\n## Section Headings\n## Governing Law, Venue, and No Jury Trial\n## Signatures","[{\"question\":\"What parties are involved in this Bill of Sale?\",\"answer\":\"The Seller is the City of Vero Beach, Florida, and the Buyer is Florida Power \\u0026 Light Company. Both are defined as the Parties to the agreement.\"},{\"question\":\"What agreement does this Bill of Sale reference?\",\"answer\":\"It is made pursuant to an Asset Purchase and Sale Agreement (the “PSA”) dated as of [ ], 201_. The PSA’s defined terms govern where not defined in the Bill of Sale.\"},{\"question\":\"Where will legal disputes be handled and is a jury trial allowed?\",\"answer\":\"Venue for related actions is the Circuit Court of the State of Florida in Indian River County, Florida, with exclusive jurisdiction. The Parties irrevocably waive the right to a jury trial for disputes arising under the Bill of Sale.\"}]","Exhibit B - Form of Bill of Sale - Bill of Sale and Assignment | PDF",1789597020]