Sales contract template

A contract for a business in the United States selling goods to another: what is sold, for how much, how it is paid for and delivered, and what happens if something is wrong with it.

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A starting point, not legal advice: have a lawyer in your state read it before you use it.

Sales agreement

This agreement is made on [Date] between [Seller legal name], a [State] [corporation] (the Seller), and [Buyer legal name], a [State] [corporation] (the Buyer).

1. Goods

The Seller will sell and the Buyer will buy [quantity and description of the goods, with model numbers or specifications] (the Goods).

2. Price

The price is $[amount] [plus applicable sales tax]. A deposit of $[amount] is due on signing, and the balance is due [within [30] days of delivery / before shipment].

3. Delivery

The Seller will deliver the Goods to [address] by [Date]. [The Seller / The Buyer] pays for shipping. The risk of loss passes to the Buyer when the Goods are delivered to that address.

4. Inspection and acceptance

The Buyer may inspect the Goods within [five] business days of delivery and reject any that do not conform to this agreement by written notice saying why. Goods not rejected in that time are accepted. The Seller will repair or replace rejected Goods within [ten] business days, or refund their price.

5. Warranty

The Seller warrants that the Goods will be free from defects in materials and workmanship for [twelve] months from delivery. EXCEPT AS STATED IN THIS SECTION, THE SELLER MAKES NO OTHER WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

6. Limit of liability

Neither party is liable to the other for indirect or consequential damages, and the Seller's total liability under this agreement is limited to the price paid for the Goods.

7. General

This agreement is governed by the laws of the State of [State]. It is the parties' whole agreement about the Goods, may be changed only in writing signed by both, and may be signed electronically.

[Seller legal name], by [Name], [Title]

[Buyer legal name], by [Name], [Title]

About the sales contract

What a sales contract covers

An agreement to sell goods for a price. Between businesses in the United States, the sale of goods is governed by each state's version of Article 2 of the Uniform Commercial Code, which fills in any term the contract leaves out, so the contract's job is to say what the parties want instead.

What goes in it

The buyer and the seller; the goods, with quantities and specifications; the price and any deposit; when payment is due; the delivery date, place, and who pays for shipping; when the risk of loss passes to the buyer; how the buyer inspects and rejects goods; the warranty, and any warranty the seller disclaims; the limit on liability; and the governing law.

A disclaimer of implied warranties has to stand out on the page to count, which is why it is usually written in capitals.

Signed and paid at once

Send the contract for signature with the deposit or the whole price on it. The buyer's card is held as they sign and taken when you countersign, into your own Stripe account, so a signed order is a paid one.

Send it for signature on ShareSign

01
Step 1
Download the contract in Word, fill it in, and upload it, or save it as a template with the buyer's details as fields.
02
Step 2
Ask for the deposit or the whole price on it.
03
Step 3
Send it. The buyer signs and pays from one link, on any device, with no account.
04
Step 4
Countersign, and the money is taken into your own Stripe account.

Made forOperations managers SMB sales teams

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