Sales Contract by EasyLegalDocs
Updated 4 November 2025
This template is a standard Sales Contract designed for the purchase and sale of goods between a Seller and a Customer. It outlines the description and pricing of goods, payment terms, delivery details, and standard legal clauses like warranties, risk transfer, and governing law. It provides a clear framework for commercial transactions.
SALES CONTRACT
This Sales Contract (the "Contract") is made and effective [Effective Date],
BETWEEN: | [Seller Name], with an address of [Seller Address] (hereinafter referred to as the “Seller”) |
AND: | [Customer Name], with its primary place of business located at [Customer Address] (hereinafter referred to as the “Customer”). Collectively, the Seller and Customer shall be referred to as the "Parties." |
DESCRIPTION OF GOODS AND PRICING
The Seller agrees to sell, and the Customer agrees to purchase, the goods described below ("Goods"):
Description of Goods | Quantity | Unit Price | Total Price |
Laptop | 5 | $1000 | $5000 |
Office Chair | 10 | $200 | $2000 |
Desk | 8 | $300 | $2400 |
PAYMENT TERMS
The total purchase price for the Goods shall be [Total Purchase Price]. An invoice will be provided by the Seller upon delivery of the Goods. Payment of the invoice is due in full within thirty (30) days from the invoice date. Late payments will incur a penalty fee of five percent (5%) of the outstanding balance.
DELIVERY AND SHIPPING
The Goods shall be delivered to [Delivery Location]. The method of shipping shall be determined by [Shipping Method Determined By], and the costs shall be borne by [Shipping Costs Borne By].
WARRANTIES
Except as explicitly stated in this Contract, the Goods are sold "as is." No additional warranties, whether express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose, shall apply.
INSPECTION
The Customer acknowledges that it has had the opportunity to inspect the Goods and relies solely on its own inspection and assessment.
RISK AND TITLE
Risk of loss or damage to the Goods shall remain with the Seller until delivery at the Delivery Location. Title to the Goods shall transfer to the Customer upon delivery at the Delivery Location.
FORCE MAJEURE AND LIMITATION OF LIABILITY
The Seller shall not be liable for any delay or failure to deliver the Goods due to circumstances beyond its reasonable control, including but not limited to labor disputes, transportation shortages, or acts of God. In no event shall the Seller be liable for indirect, special, consequential, or punitive damages.
TERMINATION
Either Party may terminate this Contract by providing written notice [Termination Notice Period] days in advance.
GOVERNING LAW
This Contract shall be governed by the laws of [Governing Law State].
AMENDMENTS
Any amendments to this Contract must be in writing and signed by both Parties.
SEVERABILITY
If any provision of this Contract is found to be unenforceable, the remaining provisions shall remain in effect.
ENTIRE AGREEMENT
This Contract constitutes the entire understanding between the Parties and supersedes all prior oral agreements or understandings between the Parties relating to the Goods.
FORCE MAJEURE
The Seller shall not be liable for any failure to perform due to unforeseen circumstances or causes beyond reasonable control.
SIGNATURES
By signing below, the Parties agree to all terms and conditions outlined in this Contract.
SELLER | CUSTOMER |
_____________________________ | _____________________________ |
_____________________________ | _____________________________ |
_____________________________ | _____________________________ |
About this template
What is this template?
Sales Contract 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.