Ready to use legal template

Drafted by experienced lawyers

Compliant with Singapore law

Ready to use legal template

Drafted by lawyers

Compliant with Singapore law

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Learn more about Sales Contract in Singapore

Any goods purchase transaction that a business undertakes must be accompanied by a goods sales contract between the seller and the buyer. We have created a sample sales agreement for you to download to help you develop and grow your product business. This contract can be used in all sectors. It details the terms of sale, the delivery terms, the parties involved, and the relationship between the parties. The sales agreement has been drafted by a Singapore Legal Professional and is available in Word format for unlimited use and review. Note that in the case of a service, you can also download the Service Agreement. In the case of a tailor-made contract, drafted for your specific situation, you can also contact our expert contract drafting lawyers.

Table of contents

What is a Sales Contract?

A sales contract is a legally enforceable contract that outlines the parameters of a transaction between a buyer and a seller. A sales contract can be created by either the buyer or the seller to document the transaction.

A sales contract specifies:

➤ Information regarding each party
➤ A trade in products or services
➤ Payment and price information
➤ Delivery information
➤ Warranty and liability

A sales contract is sometimes known as a sales agreement or a contract for the selling of products.

Why is a Sales Contract important in Singapore?

Product businesses are resource-intensive by nature, requiring considerable capital to acquire, create, and deliver items to customers.
There are consequences to not employing a sales agreement contract when you have such a high level of responsibility. Consider the following three instances.

Maintaining records

Product transactions via email and phone interactions may rapidly become a muddle. Buyers change their minds, and suppliers make errors with numbers or product variants from time to time. Orders that are mismanaged are a recipe for conflict and wasted revenue. Buyers and sellers use a sales contract, together with invoices and purchase orders, as a point of reference to keep orders consistent on both sides.

Money flow

Payment terms for sellers will normally range from 7 to 30 days. Because sellers commit money up advance to develop goods, they are out of pocket until purchasers pay them. Some buyers may be habitually late in paying bills, increasing your receivables and negatively impacting your cash flow.

To minimize outstanding invoices and enhance overall cash flow, a good sales contract template would include a penalty cost for late payments.


Establishing new buyer accounts is an exciting moment. More money and, perhaps, recurring business result from new sales. Getting the contract is only the beginning of the partnership. As a merchant, you must follow through on delivering things that perform what you claim they would.
Sales agreements will hold you accountable for running a more successful company.

When should a Contract of Sales be used?

When selling or buying something, you can use a sales agreement:

1. Goods: tangible things or belongings.

2. Services: tasks carried out for a fee. (Please see our Service agreement)

3. Goods and Services: purchasing a real thing and providing assistance.

Use the sales contract to define the number of items and services being exchanged in the transaction and clearly describe the items or tasks the seller is performing.

What include in a Sales of Good Contract?

Using the Themis Partner template will guarantee that you complete the following steps:

1. Indicate your location: Begin your sales contract by stating the state in which the transaction will take place.

2. Give the buyer’s and seller’s contact information: Include the full names and addresses of the buyer and vendor (e.g., street, city, and ZIP code).

3. Explain the products and services: Provide a thorough description of the seller’s goods and services.

4. Provide the pricing and deposit information (if applicable): Include the cost of the items and services in your sales agreement. If a deposit is also part of the contract, state how much it is, when the buyer will pay it, and whether they’ll get the deposit back if the transaction isn’t completed.

A deposit is a sum of money that a seller receives from a buyer as security that they’ll follow through with the sales agreement’s terms. If the customer buys the product, the deposit is applied to the purchase price. A deposit might be refunded or non-refundable. If the deal falls through, the deposit is returned to the buyer or kept by the seller.

5. Outline payment information: Describe how the customer intends to pay the supplier for the products or services. The payment can be made in one single sum or in installments.
If the purchaser is paying in installments, include if it will be a regular payment schedule or when certain milestones are hit (likely when services are delivered).

➤ Note of Promissory
➤ Draft from a bank
➤ Cash
➤ Authenticated check
➤ Paypal
➤ Email transfer

Also, if the seller is charging the buyer a penalty for late payments, include the interest rate percentage that will act as a penalty.

6. Provide delivery information: You might provide conditions regarding where the vendor will deliver the products. The delivery can be at the purchaser’s address, the seller’s address, or the other specified location. The buyer can compensate the seller after receiving the goods, the seller has shipped them, or a bill of sale has been drafted.

7. Include information about responsibility: Liability addresses the good and services’ risk of loss or damage and defines the person responsible for the product for each step of the transaction. Specify in the sales contract when the vendor is no longer responsible for lost or destroyed products. The customer normally takes over responsibility when the vendor actually delivers the products to the shipping company or when the customer receives the products.

8. Specify whether or not the items are covered by a warranty: The salesperson can either provide a guarantee on the products or transfer them to the customer “as is”. A warranty is a written guarantee from the producer to the consumer about quality and quality of the products.The following are some of the promises that a seller can give about an item:

➤ The products are appropriate for their intended use
➤ It is theirs
➤ There are no claims or loans against the item
➤ The product does not interfere on patent rights or trademarks

A product is sold “as is” when a seller offers no warranties and the buyer agrees to take ownership of an item regardless of any known or unknown flaws. This condition is only valid if the seller has not purposefully concealed any defects.

9. Provide a method for resolving disputes (if applicable): If required, the buyer and seller might insert a dispute resolution clause in their sales contract. They can proceed to mediation, arbitration, or start with mediation and then move on to arbitration if mediation fails.

Mediation is performed by a neutral third-party mediator who strives to promote an agreement between the parties but does not make any decisions. Mediation outcomes are not legally binding.

However, arbitration is legally binding. It is made up of a neutral third-party arbitrator who will resolve the disagreement by rendering a binding ruling on behalf of the parties.

10. Sign the contract: The buyer and seller can sign the agreement at the bottom of the paper. Include the date, the sales contract will be signed in the agreement as well. The transaction is complete after the paper is signed.

Is there any other contracts to purchase?

Although a sales contract can be used for a variety of transactions, it is not necessarily the best form for a two-party agreement. Ask our lawyer if one of the following common agreements might be a better fit for your situation:

Real Estate Purchase Agreement: If the buyer plans to buy a house, a business building, or another piece of property from the seller, a real estate purchase agreement may help to explain the transaction.

Services Agreement: If the seller is offering services or consulting rather than commodities, a services agreement or professional services agreement (PSA) may be more useful in outlining the transaction and protecting both parties.

What is the relationship between the seller and the buyer?

The buyer has the following rights and duties:

➤ Duty to purchase goods when properly presented by the seller
➤ Duty to obey the terms of the agreement
➤ Right to timely tender of the products
➤ Right to relevant warranties that were not disclaimed
➤ Right to the items listed in the sales contract

The seller has the following rights and duties:

➤ Duty to tender accurate products indicated in the contract
➤ Duty to submit products at the correct time
➤ Duty to present goods in adequate condition
➤ Right to timely payment for goods submitted to buyer
➤ Right to payment in the proper quantity

What may vary in a Sales Contract from another?

There are various sorts of sales contracts, and each company will most likely use a different template. Some of the most frequent varieties are:

1. General sales agreement

A general sales contract is the most widely utilized type of contract since it contains all of the required information without being particular to any sort of transaction. This sort of sales contract would be used for the majority of commercial transactions, such as selling your items on a daily basis. This sort of contract is frequently used when selling services.

2. Sales contract with conditions

A conditional sales agreement is similar to a regular sales contract, but there are certain additional requirements. These are used when a buyer gets possession of something but does not own the product until payment is paid. As a result, a conditional sales agreement expressly states that the seller maintains all rights to the item until the buyer has made complete payment.

When selling a more expensive product that the buyer agrees to pay for in installments, this sort of contract might be employed.

3. Contract for the sale of a business

A business sale agreement spells out all of the terms and circumstances of selling a firm. While it has all of the qualities of a conventional sales contract, it also provides additional information about the firm. Unlike when selling a general product, where warranty information is included, business sale contracts are more likely to include clauses protecting the seller from a buyer changing their mind, as well as accurate details about the financial condition of the business, as well as stipulations regarding what will happen if the business isn’t as described by the seller.

4. Sales contracts for international sales

The United Nations Convention on Contracts for the International Sale of Goods governs international sales contracts (CISG). Again, many features are comparable to a standard sales contract. However, there are nuances to international trade that may be referred to differently. Because Singaporean law is typically applicable, many local sales contracts will not state the governing legislation under which the sale takes place. However, when it comes to international sales, you may see a part dedicated to the regulating regulations of the country of trade.

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