Template contract for the sale of goods under the Sale of Goods Law of 1994. The seller agrees to transfer the property in the goods to the buyer for a price, and the buyer agrees to accept and pay. The template covers the goods, the price and payment, delivery and the passing of risk, and the implied conditions and warranties as to title and quality.
📄 Sale Agreement (Goods)
TEMPLATE - SALE AGREEMENT (GOODS)
made at [place] on [date]
BETWEEN:
The Seller: [full name / company name], ID/Registration No. [number], of [address] (the "Seller");
AND
The Buyer: [full name / company name], ID/Registration No. [number], of [address] (the "Buyer").
Clause 1. THE GOODS
The Seller agrees to sell and the Buyer agrees to buy [description of the goods: type, quantity, condition, serial/identification number] (the "Goods"). The Seller warrants that it has the right to sell the Goods and that they are free from any undisclosed charge or encumbrance.
Clause 2. PRICE
The price of the Goods is EUR [amount] ([amount in words]), [inclusive / exclusive] of VAT where applicable.
Clause 3. PAYMENT
The Buyer shall pay the price [in cash on delivery / by bank transfer to account [IBAN] by [date] / in instalments as follows: [___]].
Clause 4. DELIVERY AND RISK
Delivery of the Goods shall take place on [date] at [place]. Unless otherwise agreed, the risk in the Goods passes to the Buyer on delivery, and the property in the Goods passes [on delivery / on full payment of the price].
Clause 5. IMPLIED TERMS - TITLE AND QUALITY
The conditions and warranties implied by the Sale of Goods Law of 1994 (including as to title, correspondence with description or sample, and, where the Law so provides, satisfactory quality and fitness for purpose) apply to this sale, save to the extent they may lawfully be excluded or limited by agreement. Any purported exclusion has effect only so far as the Law allows.
Clause 6. INSPECTION AND ACCEPTANCE
The Buyer shall have a reasonable opportunity to examine the Goods to check conformity with the contract before acceptance.
Clause 7. GENERAL
Matters not regulated here are governed by the Sale of Goods Law of 1994 and, so far as applicable, the Contract Law, Cap. 149. Any variation shall be in writing. This agreement is executed in two identical counterparts.
Seller: ............................. Buyer: .............................
(date and signature) (date and signature)
Frequently asked questions
What terms does the Sale of Goods Law imply into a contract of sale?
The Sale of Goods Law of 1994 implies conditions and warranties into a contract of sale - notably as to the seller's right to sell (title), correspondence of the goods with their description or sample, and, in the circumstances set out in the Law, quality and fitness for purpose. These operate unless validly excluded or modified.
When does risk in the goods pass to the buyer?
As a general rule risk passes with property in the goods, and typically on delivery unless the parties agree otherwise. The template lets the parties state expressly when property and risk pass, for example on delivery or on full payment.
Can the implied terms be excluded?
The parties may exclude or limit certain implied terms by agreement, but only so far as the Sale of Goods Law of 1994 and general law permit. Protections that the Law makes non-excludable, and separate consumer-protection rules, continue to apply.