What is a Sale of Personal Goods Contract?
A Sale of Personal Goods Contract formally sets out the terms of a sale of items from one private individual to another (ie when neither the buyer nor the seller is a business). Sales of Personal Goods Contracts are legally binding and protect the parties by preventing or helping to resolve any disputes about sales.
When should I use a Sale of Personal Goods Contract?
Use this Sale of Personal Goods Contract:
when a private individual who wishes to sell goods (eg electronics, art, furniture, or other items) to another private individual
to ensure that the sale is recorded in a formal contract that is legally binding
for sales taking place in England, Wales, or Scotland
AGREEMENT FOR THE SALE OF GOODS
THIS AGREEMENT is dated is made on the date of last signature below between:
- of , (Seller).
- of , (Purchaser).
- The Seller is the private individual who owns and has a right to sell the goods to be sold (the Goods). In selling the Goods, the Seller is not acting in the course of a business. The Goods are described in the Schedule to this agreement which is entered into between the Seller and the Purchaser (the Agreement).
- The Purchaser is the person who is paying the agreed price for the Goods (the Price). The Price is set out in the Schedule to this Agreement.
- The terms of this Agreement, including the Schedule, apply to all Goods which are sold by the Seller to the Purchaser.
- The terms of this Agreement, including the Schedule, apply to the exclusion of any other terms which the Purchaser tries to impose or incorporate, or which are otherwise implied by law.
The Basis of the Sale of the Goods
- The Goods which are to be sold are set out in the Schedule.
- Any description of the Goods as set out in the Seller's information or other form of advertisement is for guidance and illustrative purposes only. Although the Seller has made every effort to have the Goods conform to the descriptions, they may vary slightly.
- It is the Purchaser's sole responsibility to examine and select the Goods which they require and to determine whether they are suitable for their use and their purpose.
- In the case of Goods sourced, made or adapted to the Purchaser's special instructions, it is the Purchaser's responsibility to ensure that any information provided is accurate and sufficient. Once the Goods have been selected or adapted, the Purchaser must make the payment.
- Subject to any terms of a sale by auction, any quotation or indication of price given by the Seller before the sale is valid until expressly withdrawn by the Seller.
- The Price is the amount agreed to be paid for the Goods between the Seller and the Purchaser and is set out in the Schedule. The Purchaser must pay the Price, in full, on or before the date requested by the Seller. The Seller may require payment in advance of delivery or handover of the Goods.
- The Price does not include VAT or any tax.
- The Price costs of delivery.
- The Seller retains ownership of the Goods until the Price has been paid in full (together with any delivery costs if required).
- If payment of the Price in full is late, the Seller may delay delivery of the Goods until full payment of the Price is made; or if the Goods have been delivered, the Seller may repossess the Goods.
Delivery and Acceptance
- Timescale for delivery might vary. Whilst the Seller will use reasonable endeavours to meet any delivery dates, all delivery dates are estimates and approximate only. Time shall not be of the essence. Notwithstanding the foregoing, if the Goods are not delivered within 5 business days of the delivery estimate (other than due to an event outside of the Seller's control), then the Purchaser shall have a right to terminate this Agreement on 5 days' written notice and receive a full refund of amounts previously paid.
- Delivery shall be completed when the Seller delivers the Goods to the address provided by the Purchaser, or, if agreed by the parties, when the Goods are collected.
- The Goods will become the responsibility of the Purchaser from the time that they are delivered or collected by the Purchaser. The Purchaser must examine the Goods before signing for them or accepting them.
- Once the Goods have been accepted, the Purchaser cannot reject them or otherwise cancel the purchase and will have no right of refund, unless the Seller agrees.
- Risk of damage to, or loss of, the Goods shall pass to the Purchaser upon delivery/collection.
Liability, Warranty and Guarantee
- The Seller expressly excludes any warranty in relation to the Goods (to the fullest extent permitted by law).
- The Seller provides no additional guarantees beyond the third party manufacturer guarantees which are already supplied with the Goods, if any.
- The Seller's and Purchaser's respective liability in connection with the Goods, shall be limited as set out in this Sub-Clause.
- The Seller only supplies the Goods for domestic and private use. The Purchaser agrees not to use the Goods for any commercial, business or re-sale purpose, and the Seller has no liability to the Purchaser for any loss of profit, loss of business, business interruption, or loss of business opportunity.
- The Seller's total liability to the Purchaser shall not exceed the total Price of the Goods purchased.
- Neither party will be liable to the other for any form of indirect, consequential or special loss or pure economic loss in connection with the use or non-use of the Goods.
- Nothing in this Agreement will limit or exclude the liability of a party for
- death or personal injury caused by the negligence of that party;
- fraud or fraudulent misrepresentation;
- any losses which are in any way not permitted to be excluded or limited by law.
- This Agreement, including the Schedule, contains the whole agreement between the parties relating to its subject matter and supersedes all prior discussions, arrangements or agreements that might have taken place. The parties acknowledge that they have not relied on any oral or written statement, warranty, sales or other representation or explanation before entering into this Agreement.
- This Agreement is between the Seller and the Purchaser. No other person will have any rights to enforce any of its terms.
- Each of the paragraphs of this Agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
- Any failure by a party to insist the other perform any obligation or failure or delay in enforcing its rights does not mean that it has waived its rights against the other party.
- This Agreement shall be governed by and interpreted according to the law of England and Wales and all disputes arising under the Agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts.
The Goods comprise .
About Sale of Personal Goods Contracts
Learn more about making your Sale of Personal Goods Contract
How to make a Sale of Personal Goods Contract
Making your Sale of Personal Goods Contract online is simple. Just answer a few questions and Rocket Lawyer will build your document for you. When you have all of the information about your sale prepared in advance, creating your document is a quick and easy process.
You’ll need the following information:
The buyer and the seller
What is the seller’s name and address?
What is the buyer’s name and address?
What is being sold using this Contract?
What is the price to be paid in exchange for the goods (ie the item(s))?
Does the price to be paid for the item(s) include any delivery charges?
If not, what is the delivery charge?
If the buyer or the seller is based in Scotland, will the Contract for the sale be governed by the laws of England and Wales or the laws of Scotland?
Common terms in a Sale of Personal Goods Contract
Sale of Personal Goods Contracts set out the terms of a sale of goods between two private individuals. To do this, this Sale of Personal Goods Contract template includes the following terms and sections:
This Agreement is dated…
The Contract starts by clearly identifying the buyer (also known as the purchaser) and the seller (ie the parties to the Contract) and by identifying the date of the Contract.
This section defines who the seller and purchaser are and identifies what is meant by ‘Goods’ and ‘Price’ in this Contract. It also clarifies that the goods are not being sold by a business.
The basis of the sale of the goods
This section sets out some key terms on how the sale is to take place. For example, that:
descriptions of the goods used during the sale are used for illustrative purposes only and not as the basis of the sale, so slight variance will not constitute a breach of this Contract
it is the purchaser’s responsibility to determine whether the goods are suitable for their purpose
This section identifies how much the buyer is agreeing to pay for the goods (by reference to the Contract’s schedule) and when payment is due (ie on or before the date on which payment is requested by the seller, which may be before delivery of the goods).
It’s also set out whether the price includes or excludes delivery costs and that it does not include Value Added Tax (VAT) or any other tax.
Lastly, this section explains that the buyer only takes legal ownership of the goods once they’ve paid in full. If payment is late, the seller is allowed to delay delivery or, if delivery has already been made, to repossess the goods.
Delivery and acceptance
Timeframes for delivery are explained here. For example, the seller should attempt to deliver the goods by any agreed delivery date but slight variance is acceptable. Although, if delivery has not been made 5 or more business dates after a delivery estimate, the buyer is allowed to cancel the Contract and receive a full refund of any amount already paid.
This section also sets out that the buyer is responsible for examining the goods before accepting them (eg by signing for them) and that once the buyer has accepted the goods they cannot reject them (eg they cannot demand a refund).
Liability, warranty and guarantee
This section starts by clearly stating that the seller is not providing a warranty (ie a legally binding promise) in relation to the goods (as far as is allowed by law). This means that they are not promising that the goods are in any specified (ie good) condition.
This section also contains limitations of liability for both the buyer and the seller (ie restrictions on when one party is responsible for any losses incurred by the other in relation to the first party’s breaching this Contract). For example:
the seller is not liable for any losses caused if the buyer uses the goods for commercial purposes
the seller’s total liability to the buyer cannot be more than the price paid for the goods
Instances in which the parties cannot limit liability are also set out. For example, liability for death or personal injury caused by their negligence.
This section deals with various other points of law that govern how this Contract operates. For example:
stating that this Contract is the entire agreement between the buyer and the seller (ie there are no additional terms). This helps avoid confusion if, for instance, other terms were in contemplation during negotiations
stating that third parties (ie not the buyer or the seller) cannot enforce obligations under this Agreement
setting out which country’s legal system must be used to resolve any disputes (ie the Contract’s jurisdiction). This is necessary as the legal systems of England and Wales and of Scotland are different
The Contract ends with spaces for both parties to sign and date the Contract to make it legally binding.
The schedule to the Contract sets out what the goods and the purchase price are, and any delivery costs.
If you want your Sale of Personal Goods Contract to include further or more detailed provisions, you can edit your document. However, if you do this, you may want a lawyer to review the document for you (or to make the changes for you) to make sure that your modified Contract complies with all relevant laws and meets your specific needs. Use Rocket Lawyer’s Ask a lawyer service for assistance.
Legal tips for making a Sale of Personal Goods Contract
If you’re the buyer: make sure you inspect the goods
This Contract is designed to prevent the buyer from making legal claims against the seller if the goods turn out to be of disappointing quality (eg if they break shortly after delivery). Therefore, it’s important for the buyer to carefully inspect the goods before accepting them. It’s up to the buyer to decide on the level of risk they’re willing to expect - the price that’s negotiated can reflect this.
If you’re the seller: meet your obligations under this contract
Although this Contract does not contain a warranty that forces the seller to guarantee the quality of the goods, the seller does need to comply with the obligations they do have under this Contract. For example, the goods should be delivered within 5 days of any estimated delivery dates (else the buyer can demand a refund) and the seller may in some circumstances be liable if the goods they’re selling are dangerous and cause the buyer injury.
Understand when to seek advice from a lawyer
In some circumstances, it’s good practice to Ask a lawyer for advice to ensure that you’re complying with the law and that you are well protected from risks. You should consider asking for advice if:
a seller wishes to insert special conditions or to provide a warranty with the goods
you’re conducting an international and/or high-value sale
Sale of Personal Goods Contract FAQs
What is included in a Sale of Personal Goods Contract?
This Sale of Personal Goods Contract template covers:
a description of what is to be bought
the price of the goods
any delivery charges
some protections for the seller
Why do I need a Sale of Personal Goods Contract?
If you want to sell something you own but no longer want or need, or if you’re buying something from another individual, it’s a good idea to set out the terms of the sale in a formal, legally binding contract. This ensures that both parties are clear on the terms of the sale, to help avoid disagreements and legal disputes.
This is particularly important when selling private goods (ie when no businesses are involved), as there may sometimes be less incentive for individuals to conduct sales transparently (ie there is no business reputation to protect) and individuals may not know how the law affects such sales. Creating a contract setting out both parties’ obligations towards each other helps to avoid these potential issues.
What is the difference between a Sale of Personal Goods Contract and a bill of sale?
Sale of Personal Goods Contracts and bills of sale are similar documents. Both can be used to form a legally binding contract for the sale of goods from one private individual to another without the seller providing warranties (ie promises about the condition of the goods).
However, a bill of sale is a simpler document than a Sale of Personal Goods Contract. Bills of sale are often used simply to document the sale of an item of personal property and to legally transfer ownership of the item. Sale of Personal Goods Contracts contain more terms and deal with more matters, for example, any delivery charges or taxes payable and limitations of liability.
If a bill of sale sounds more suitable for your transaction, you can use our template to create a Bill of sale.