SALE OF GOODS AGREEMENT

(As per the Indian Contract Act, 1872 & Sale of Goods Act, 1930)

This Sale of Goods Agreement is made and entered into on this [Date], at [Place], by and between:

1. Seller: [Seller’s Name], a company/individual registered under [Applicable Law], having its registered office at [Address] (hereinafter referred to as the “Seller”).
2. Buyer: [Buyer’s Name], a company/individual registered under [Applicable Law], having its registered office at [Address] (hereinafter referred to as the “Buyer”).

(The Seller and Buyer shall be collectively referred to as “Parties” and individually as “Party”).

1. DESCRIPTION OF GOODS

The Seller agrees to sell, and the Buyer agrees to purchase the following goods:

Total Contract Value: ₹[Total Amount]

2. TERMS OF DELIVERY

2.1 Mode of Delivery: The goods shall be delivered by [Shipping Method, e.g., road/air/sea transport].
2.2 Place of Delivery: [Delivery Address].
2.3 Delivery Date: The goods shall be delivered on or before [Date].
2.4 Risk & Ownership: The risk shall transfer to the Buyer on delivery, and ownership shall transfer on full payment.

3. PAYMENT TERMS

3.1 The Buyer agrees to pay the Seller the total contract value of ₹[Total Amount].
3.2 Payment Mode: Payment shall be made via [Bank Transfer, Cheque, etc.].
3.3 Payment Schedule:

• Advance Payment: ₹[Amount] to be paid before dispatch.
• Balance Payment: ₹[Amount] to be paid within [Number of Days] from the delivery date.
  3.4 Late Payment Penalty: A penalty of [Percentage]% per month shall be charged on delayed payments.

4. WARRANTIES & REPRESENTATIONS

4.1 The Seller warrants that the goods are free from defects, conform to specifications, and are of merchantable quality.
4.2 The Buyer warrants timely payment and compliance with contractual obligations.

5. INSPECTION & ACCEPTANCE

5.1 The Buyer shall inspect the goods within [Number] days of delivery.
5.2 If defects are found, the Buyer must notify the Seller within [Number] days for replacement/refund.

6. RETURN & REPLACEMENT POLICY

6.1 The Buyer may return defective/damaged goods within [Number] days of delivery.
6.2 The Seller shall replace or refund the defective goods within [Number] days.

7. TERMINATION OF CONTRACT

7.1 The contract may be terminated by mutual agreement or due to:

• Breach of contract by either party.
• Failure to deliver or pay within the agreed period.
• Insolvency of either party.

8. INDEMNITY & LIABILITY

8.1 The Seller shall not be liable for any indirect, incidental, or consequential damages caused due to delay or defects in goods.
8.2 The Buyer agrees to indemnify the Seller against losses due to misuse or resale of goods.

9. FORCE MAJEURE

Neither party shall be liable for delays or failures caused by natural disasters, strikes, wars, government restrictions, or other unforeseen events.

10. DISPUTE RESOLUTION & GOVERNING LAW

10.1 Any disputes shall be resolved through mediation/arbitration in [City].
10.2 If unresolved, disputes shall be referred to courts in [Jurisdiction] under Indian law.
10.3 This agreement is governed by the Indian Contract Act, 1872 & Sale of Goods Act, 1930.

11. GENERAL CLAUSES

11.1 Entire Agreement: This contract represents the entire agreement between the parties.
11.2 Amendments: Any changes must be in writing and signed by both parties.
11.3 Severability: If any clause is found invalid, the remaining clauses shall still be enforceable.

IN WITNESS WHEREOF

The parties have read, understood, and agreed to the terms and conditions set forth in this Agreement and have signed below:

For Seller
Signature: _______________
Name: ___________________
Designation: _____________
Date: _______________

For Buyer
Signature: _______________
Name: ___________________
Designation: _____________
Date: _______________

This Sale of Goods Contract ensures clarity, legal compliance, and protection of both Seller and Buyer interests.