OTR___ABC_Bill_of_Sale.pdf

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Attached to
Master Agreement AZ|CTR077140
Contract number
CTR077140
Issued by
Arizona

About this file

This document is a Bill of Sale dated June 1, 2025, involving three parties: On the Run Legal Solutions LLC (an Arizona limited liability company) as the Seller, ABC Legal Services, LLC (a Washington limited liability company) as the Purchaser, and Tim Leidigh (an individual) as the Owner. The document is executed pursuant to an Asset Purchase Agreement (APA) and represents a transfer of assets between these entities.

The Bill of Sale outlines the unconditional and irrevocable sale, conveyance, transfer, assignment, and delivery of the Seller's right, title, and interest in the Purchased Assets to the Purchaser. While specific details of the assets are not provided in the document, the sale is to be completed free and clear of all liens. The Seller agrees to provide further assurances and execute additional documents as needed to effectuate the transfer, perfect the Purchaser's title, and ensure the Purchaser takes possession of the assets. The document is subject to the terms of the underlying Asset Purchase Agreement, with the APA's provisions taking precedence in case of any conflicts.

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Text version

BILL OF SALE

ABC LEGAL SERVICES, LLC & ON THE RUN LEGAL SOLUTIONS LLC

4931-8194-1832, v. 1

THIS BILL OF SALE (this “Bill of Sale”) dated as of June 1, 2025, is executed by ABC Legal

Services, LLC, a Washington limited liability company (the “Purchaser”), Tim Leidigh, an individual (the “Owner”), to On the Run Legal Solutions LLC, an Arizona limited liability company (the “Seller”), pursuant to that certain Asset Purchase Agreement dated June 1, 2025

(the “APA”). Purchaser, Seller, and Owner are collectively referred to as the “Parties” and each a “Party.” Capitalized terms used and not otherwise defined have the meanings ascribed to them in the APA.

RECITALS

WHEREAS, pursuant to the APA, the Seller has agreed to sell, convey, transfer, assign and deliver to the Purchaser the Purchased Assets, and the Purchaser has agreed to purchase and assume the Purchased Assets; and

WHEREAS, pursuant to the APA, the Seller has agreed to execute and deliver this Bill of Sale;

NOW, THEREFORE, as of the date first written above and for consideration as set forth in the

APA, the receipt and sufficiency of which are acknowledged by all Parties, the Parties have agreed as follows:

1. Purchased Assets. The Seller unconditionally and irrevocably sells, conveys, transfers, assigns and delivers to the Purchaser, in accordance with the terms of the APA, and the

Purchaser accepts the sale, conveyance, transfer and delivery of, all of the Seller’s right, title and interest in and to the Purchased Assets, which shall not include the Excluded

Assets, free and clear of all liens.

2. Further Assurances. From time to time after the date hereof, at the Purchaser’s expense but without further consideration, the Seller shall, at the reasonable request of the Purchaser or a representative of the Purchaser (on behalf of the Purchaser), execute and deliver such further instruments of conveyance, assignment, assumption and transfer with respect to the

Purchased Assets and take such further action as may be necessary or appropriate in order to (a) effectuate the intent of this Bill of Sale, (b) perfect or record title of the Purchaser in the Purchased Assets or (c) put the Purchaser in possession of the Purchaser Assets.

3. Terms of the APA. This Bill of Sale is subject to the APA. Neither the making nor acceptance of this Bill of Sale shall enlarge, restrict, or otherwise modify the APA or constitute a waiver or release by any Party to the APA of any rights, obligations or liabilities imposed thereby. In the event of conflict between the provisions of this Bill of

Sale and the provisions of the APA, the provisions of the APA shall govern.

[signature page to follow]

Docusign Envelope ID: B9CDACF6-517D-4AA7-9050-B39893F8F740

ABC LEGAL SERVICES, LLC & ON THE RUN LEGAL SOLUTIONS LLC

4931-8194-1832, v. 1

IN WITNESS WHEREOF, the Seller has hereunto caused this Bill of Sale to be executed this 1st day of June, 2025.

SELLER:

ON THE RUN LEGAL SOLUTIONS LLC, an Arizona limited liability company

By: __________________________

Tim Leidigh, Manager

PURCHASER:

ABC LEGAL SERVICES, LLC, a Washington limited liability company

Tim Dinehart, CEO

OWNER:

Tim Leidigh

Docusign Envelope ID: B9CDACF6-517D-4AA7-9050-B39893F8F740

2025-05-30T10:10:13-0700
Digitally verifiable PDF exported from www.docusign.com

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