Sale of Goods Agreement Template

What is a sale of goods agreement?

A sale of goods agreement records a one-off sale of physical goods: a used espresso machine to a café, a batch of stock to a retailer, office furniture to a new tenant, a piece of machinery to another business. Writing it down settles the questions that cause trouble after the goods change hands — was it paid in full, who carries the risk if it's damaged in transit, how long does the buyer have to complain, and is there a warranty at all.

This template covers the goods and quantity, the price, an optional deposit and when the balance is due, delivery or collection, when risk and ownership pass, an inspection period, a choice between selling as is or with a limited warranty, a liability cap and the governing law. Ownership passes only once the seller has been paid in full, and the agreement keeps any consumer rights the law says cannot be excluded.

When to Use a sale of goods agreement

• A business selling used equipment or machinery to another business
• A maker or wholesaler selling a batch of goods to a retailer
• Selling office furniture, fittings or stock when closing or moving premises
• A private seller selling a high-value item that needs clear delivery and payment terms
• Any sale where the goods are delivered or paid for after the agreement is signed

What You Fill In

19 blanks, then the name and email of each person who signs: seller, buyer.

What the sale of goods agreement Covers

1. The goods
2. Price and payment
3. Delivery
4. Risk and ownership
5. Inspection
6. Warranty
7. Liability
8. General

Using the sale of goods agreement, step by step

1 Describe the goods

Be specific: make, model, serial numbers, specification and condition, plus the quantity. The buyer can report goods that don't match this description during the inspection period, and the seller then repairs, replaces or refunds them — so it pays to get it right.

2 Set the price and payment

Enter the total price before taxes, any deposit paid on signing, and when the balance is due — before delivery, on delivery, or within 14 or 30 days after. If the buyer pays late, the seller may hold back delivery.

3 Agree delivery and inspection

Choose whether you deliver or the buyer collects, the date, a different address if needed, and any delivery charge. Set how many days the buyer has to report shortages or damage; after that the goods are treated as accepted, except for hidden defects.

4 Pick the warranty and send

Choose "Sold as is" or a limited warranty and its period, add the governing law, and enter the buyer's details. VergeHR places both signature blocks and the initials boxes; the signed copy is filed in Files and emailed to both of you.

Tips Before You Send It

• Selling to consumers? Many places give consumers rights about quality and description that a contract cannot remove, so "as is" may not cover everything. The agreement keeps those rights in place.
• If the buyer takes the goods before paying in full, remember they still belong to you until you are paid — the buyer must keep them safe, insured and identifiable.
• Agree who insures the goods in transit. Risk passes to the buyer only on delivery or collection, so loss or damage before then is at the seller's risk.
• For a regular, repeating supply relationship rather than a one-off sale, a supply agreement is a better fit.

Sale of goods agreement: frequently asked questions

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This template is a general starting point, not legal advice. Laws differ between countries and states — have a lawyer review the agreement for your situation before you rely on it. Page last reviewed 2026-09-29.