The Simple Sales Agreement is a fundamental commercial contract used in the Philippines for documenting straightforward sales transactions of goods or products. This agreement is particularly suitable for small to medium-sized businesses engaged in domestic trade, though it can be adapted for larger transactions. The document combines the requirements of Philippine commercial law, particularly the Civil Code of the Philippines and the Consumer Act, with practical commercial terms. It's designed to protect both parties' interests while maintaining simplicity and clarity. The agreement typically includes essential provisions such as product specifications, pricing, delivery terms, and basic warranties, making it ideal for regular business transactions where a more complex sales agreement would be unnecessary.
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1. Parties: Identifies the seller and buyer with complete legal names and addresses
2. Background: Brief context of the transaction and relationship between the parties
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core agreement to sell and purchase the goods, including description of goods
5. Purchase Price: States the agreed price and currency
6. Payment Terms: Specifies when and how payment will be made
7. Delivery: Details of delivery timing, location, and method
8. Title and Risk: When ownership and risk transfers from seller to buyer
9. Warranties: Basic warranties about the goods' condition and seller's right to sell
10. Termination: Circumstances under which the agreement can be terminated
11. Governing Law: Specifies Philippine law as governing law
12. Execution: Signature blocks and execution details
1. Quality Standards: Used when specific quality requirements or standards must be met
2. Inspection Rights: Include when buyer needs right to inspect goods before acceptance
3. Insurance: Add when specific insurance requirements are needed during transit
4. Intellectual Property: Include if the sale involves branded goods or licensed products
5. Confidentiality: Add if sensitive information will be exchanged
6. Force Majeure: Include for protection against unforeseen events
7. Dispute Resolution: Add detailed dispute resolution procedures if desired
8. Assignment: Include if transfer rights need to be restricted
1. Schedule 1 - Goods Specification: Detailed technical specifications of the goods
2. Schedule 2 - Price List: Detailed pricing if multiple items or pricing tiers exist
3. Schedule 3 - Delivery Schedule: If multiple deliveries are planned or complex delivery requirements exist
4. Appendix A - Quality Standards: Detailed quality requirements or compliance standards
5. Appendix B - Payment Schedule: If payment is to be made in installments or multiple phases
Authors
Relevant legal definitions
Clauses
Relevant Industries
Retail
Manufacturing
Wholesale Trade
Consumer Goods
Electronics
Food and Beverage
Textiles
Construction Materials
Agricultural Products
Industrial Equipment
Small and Medium Enterprises
E-commerce
Relevant Teams
Legal
Procurement
Sales
Commercial
Supply Chain
Operations
Finance
Compliance
Business Development
Contract Administration
Relevant Roles
Procurement Manager
Sales Manager
Business Development Executive
Legal Counsel
Contract Administrator
Commercial Manager
Supply Chain Manager
Operations Manager
Small Business Owner
General Manager
Purchasing Officer
Sales Representative
Corporate Secretary
Finance Manager
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