When should I use a sale of goods agreement?

Use it for a sale of specified goods. Ongoing resale in a territory uses a distribution agreement.

When does the buyer own the goods?

Title and risk pass on delivery, unless you change that. The buyer has an inspection window and a short defect warranty.

Can I download this sale of goods agreement template?

Yes. Use Download .docx to get a Word file with placeholders such as [Party A] and [Effective Date]. You can edit it in Word or Google Docs, or create a filled-in version in the free contract creator (https://www.formabledocs.com/contract-creator/sale-of-goods-agreement).

Is the sample legally binding as shown?

No. Placeholder sample text is a starting point. It becomes an agreement for your deal after you fill in the details—manually or in the free contract creator—and the parties sign.

When should I use the free contract creator instead of editing the file?

Use the free contract creator if you want guided choices for the goods, price, delivery, and inspection period, without hunting through every blank yourself.

Sale of Goods Agreement

A defined sale of goods, including delivery, title, and inspection.

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What this contract contains

Preamble and parties. Names the agreement and each party.

Goods. Describes the goods being sold.

Price. Sets the price, due within 30 days after delivery.

Delivery. Says how and where the goods are delivered.

Title and risk. Title and risk pass to the buyer on delivery.

Inspection. The buyer inspects after delivery and may reject goods that do not match.

Warranty. For 90 days, the seller repairs, replaces, or refunds defective goods.

Cancellation. Either side may cancel before shipment.

Governing law. Sets the state law that governs the sale of goods agreement and where disputes must be brought. Choose the jurisdiction in the creator.

General. Covers assignment limits, waiver rules, severability, entire agreement language, notices, and counterpart or electronic-signature execution language.

Signature blocks. Authorized signatory and title lines for each party, ready for wet-ink or e-signature fields.

SALE OF GOODS AGREEMENT

This Sale of Goods Agreement (the "Agreement") is entered into as of [Effective Date] (the "Effective Date"), by and between:

[Party A], a corporation ("Seller"), and

[Party B], a corporation ("Buyer").

The Seller sells, and the Buyer buys, the goods described below. This Agreement covers that sale or the defined shipments it describes. It does not appoint the Buyer as an ongoing distributor.

1. Goods. The Seller sells to the Buyer, and the Buyer buys, [description of the goods] (the "Goods"). Quantity, model, and condition are as this description states.

2. Price. The price is [price]. The Buyer will pay it within 30 days after delivery unless the parties agree otherwise in writing. The price does not include taxes the Buyer is required to pay.

3. Delivery. The Seller will deliver the Goods [delivery place and timing]. The Seller will pack the Goods suitably for that delivery.

4. Title and risk. Title and risk of loss pass to the Buyer when the Seller delivers the Goods as this Agreement describes. Loss before delivery stays with the Seller, except loss the Buyer causes.

5. Inspection. The Buyer will inspect the Goods within 10 days after delivery. It may reject Goods that do not materially match this Agreement by a written notice in that period that describes the problem. Goods not rejected in time are accepted. The Buyer will return validly rejected Goods as the Seller reasonably directs, at the Seller's cost. The Seller will, at its option, repair, replace, or refund the price of those Goods.

6. Warranty. For 90 days after delivery, the Seller will, at its option, repair, replace, or refund the price of Goods that have a defect in materials or workmanship, if the Buyer gives written notice of the defect. This warranty does not cover misuse, ordinary wear, or a change the Buyer made. Implied warranties that the law allows the Seller to disclaim are disclaimed.

7. Cancellation. Either party may cancel before the Seller ships the Goods, by written notice. After shipment, the sale stands unless the Buyer validly rejects the Goods. The Buyer will pay for Goods it accepted. The Seller will refund any prepayment for a cancelled unshipped order within 15 days.

8. Governing Law. This Agreement is governed by the laws of Delaware, without regard to conflict of laws principles. Any legal suit, action, or proceeding relating to this Agreement must be instituted in the state or federal courts located in Delaware, and each Party irrevocably submits to the exclusive jurisdiction of those courts.

9. General. This Agreement is the entire agreement on its subject. It may be amended only in a writing signed by the Parties, and it may be signed in counterparts, including electronic copies. If a part is unenforceable, the rest stays in effect.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

Seller: [Party A]

By: ________________________________

Name: [Signatory]

Title: [Title]

Buyer: [Party B]