Description Of Goods
The Sale of Goods Agreement is used for the sale of specific items. Disputes can arise if the parties are not clear about what is being sold.
For example, if several computers are being sold, it would be important to state whether or not the accompanying computer monitors are included in the sale. This could make a big difference to both parties, and the price must reflect the exact description of the goods being sold.
To make the description of goods as clear as possible, you might want to list items that are excluded from the sale. To return to the computer example, if the monitors are not included in the sale price, the Agreement should explicitly say that computer monitors are excluded from the sale.
It is common to list applicable taxes separately from the sale price. This can be helpful for accounting reasons to ensure the parties are clear on what is being paid as a base price and what is being paid in taxes.
However, in certain situations it can be simpler to include all applicable taxes in the sale price. The proper calculation of taxes can be discussed between the parties to ensure the sale price and taxes are correct in the Agreement.
The price is just one component of the payment terms in a Sale of Goods Agreement. It is equally important to specify how and when payment is due.
For a simple agreement, payment is usually made immediately after both parties sign. Or payment can be made when the goods are successfully delivered to the purchaser. In more complex scenarios, the parties may negotiate instalment payments or other conditions about the timing of payments.
Depending on the type of goods being sold, delivery can be complicated and expensive. The Sale of Goods Agreement must state who will pay the costs related to delivery. In a simple agreement, delivery costs are paid entirely by either the purchaser or the seller, and the sale price is adjusted accordingly.
In more complex circumstances, it is best to write custom terms about delivery. For example, the delivery costs could be equally split by the parties.
Many conflicts can arise if the parties are not clear on what warranties, if any, are being provided for the goods. If there are no warranties, the Agreement will say the goods are sold "As Is."
If standard warranties are provided, the seller will promise that the goods:
- Have no major defects,
- Are in good condition, and
- Meet the usual quality standards in the industry.
It is always important to give the purchaser the opportunity to inspect the goods before the sale is completed. That way, the purchaser will have the opportunity to assess whether the warranties are sufficient for their needs.