Sale of Goods Agreement by EasyLegalDocs
Updated 11 November 2025
This Sale of Goods Agreement outlines the terms and conditions for the sale and purchase of goods between a seller and a buyer. It covers key aspects such as the sale price, payment schedule, inspection and acceptance procedures, and warranties provided by the seller. The agreement also includes standard legal clauses like indemnification and governing law.
SALE OF GOODS AGREEMENT
BY AND BETWEEN: | [seller name], with an address of [seller address], hereinafter referred to as the “Seller”. |
AND: | [buyer name], with an address of [buyer address], hereinafter referred to as the “Buyer”, collectively referred to as the “Parties”. |
WHEREAS, the seller intends to sell [description of goods], hereinafter “the Goods”.
WHEREAS, the Buyer intends and agrees to buy the Goods under the terms and conditions set forth in this agreement.
THEREFORE, the parties agree as follows:
SALE OF GOODS
The Seller agrees to sell the Goods, and the Buyer agrees to buy the Goods under the conditions set herein.
SALE PRICE
The Buyer agrees to pay the full sale price as described;
The upfront cost of the Goods
Any fee associated with the sale of the Goods
The Full sale price is [sale price].
PAYMENT
The Buyer will pay the sale price through [payment method], according to the schedule below;
[amount as initial security]: Initial security
[amount due on execution]: Upon execution of the agreement
[amount due on acceptance of goods]: After inspection and acceptance of the Goods
INSPECTION AND ACCEPTANCE
Once the agreement is executed, the Buyer has 30 days to inspect the Goods and ensure it matches the description and is in up-to-date condition. That the Goods is free from any third-party interest or legal liability, rescind the agreement otherwise.
WARRANTY
The seller provides the warranty that the seller is the true owner and holds legal and lawful title to the Goods. Further, the seller warrants that the seller has the legal authority to enter into this contract.
INDEMNIFICATION
The seller indemnifies the Buyer from all claims, damages, lawsuits, and expenses by third parties that may result from the seller's breach of the agreement. The indemnification binds all the successors of the seller.
SEVERABILITY
If any particular part of this agreement is found to be invalid or unenforceable, the Agreement will become void to that extent. Except for the invalid or unenforceable part, the rest will remain in full force.
FORCE MAJEURE
Any parties to this agreement shall not be liable for any delay or nonperformance of any part of this agreement if such delay or nonperformance is a result of government actions, war, civil disorder, pandemic, or any event similar to them and is beyond the control of any of the parties or is not foreseeable.
COUNTERPART
Either party to this agreement may execute counterparts of this agreement, and such counterpart will be deemed to be an original.
GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of [jurisdiction]. Any disputes arising out of or in connection with this Agreement shall be resolved through arbitration in accordance with the rules of [jurisdiction]. The decision of the arbitrator shall be final and binding upon the parties.
The agreement will come into force on [effective date].
SELLER | BUYER |
_____________________________ | _____________________________ |
_____________________________ | _____________________________ |
_____________________________ | _____________________________ |
About this template
What is this template?
Sale of Goods Agreement by EasyLegalDocs is a free, ready-to-use Sale & Distribution Agreements template you can open, customize, and download on GitLaw. It gives you a professionally structured starting point, so you never have to draft from a blank page. The wording is plain and modern, organized into clear sections that are easy to read, edit, and adapt to your own situation before you share or sign it.
When should you use it?
Reach for this Sale & Distribution Agreements template whenever you need a reliable agreement quickly and want to be sure the essentials are covered. It suits individuals, freelancers, startups, and established businesses alike. Instead of paying for a document drafted from scratch, you can start here, tailor the details to your arrangement, and have a polished draft ready in minutes. This version is drafted with United States of America in mind, though you should always review the final wording against the laws that apply to you.
What's typically included?
A well-drafted Sale & Distribution Agreements usually sets out the parties involved, the scope of the agreement, and each side's rights and responsibilities. Expect sections covering key terms and definitions, how long the agreement lasts, how it can be ended, and what happens if something goes wrong. This template brings those building blocks together in a sensible order, so you can focus on the specifics rather than worrying about what to include. Open it to read the full document, then sign up to edit, negotiate, and e-sign it directly in GitLaw.