Loading...
Loading...
Document the sale of goods or a business — price, conditions, warranties, and transfer of ownership — in one signed contract.
A sales agreement (or sale-of-goods agreement) is the contract that records the sale of a product, a batch of goods, or a business from one party to another. It is broader than an invoice or a purchase order: it includes warranties, conditions precedent, risk transfer, and post-sale obligations. Use this template whenever a material transfer of ownership is happening.
Common situations where this document is the right tool for the job.
You are selling or buying a business (or a substantial part of one).
A significant piece of equipment is changing hands.
Bulk goods are being sold in a one-off transaction.
A sale is conditional on something (finance approval, licence transfer, landlord consent).
The seller is providing post-sale warranties or training.
The sale price will be paid in instalments or on an earn-out basis.
The essential provisions every sales agreement should include.
Seller and buyer legal names, ABNs, and addresses.
Precise description of what is being sold — including serial numbers, quantities, condition, and any excluded items.
Total price, GST treatment, deposit (if any), payment schedule, and payment method.
Anything that must happen before completion (finance approval, licence transfer, due diligence, regulatory consent).
Where, when, and how the goods transfer to the buyer. Who bears cost and risk of transport.
When ownership transfers (usually on full payment) and when risk of loss passes to the buyer (often on delivery). These can differ and it matters for insurance.
Seller's warranties that they own the goods, that the goods are free of encumbrances, that the description is accurate, and any performance or quality warranties.
Cap on the seller's liability, exclusion of consequential loss, time limit for claims.
Training, transition support, non-compete covenants (for business sales), and any other ongoing duties.
What happens if either party fails to complete. Buyer remedies (damages, specific performance, rescission); seller remedies (forfeiture of deposit, damages).
The most common dispute after a sale is 'the goods aren't what was promised'. A written sales agreement with warranties and description makes disputes resolvable by reading the contract rather than arguing.
Sales often depend on finance, licence transfers, or third-party consents. A written agreement structures these as conditions precedent with clear timeframes — so the deal either completes or falls over cleanly, not in a mess.
Paying over time requires clear title-and-risk rules and default remedies. A sales agreement with retention-of-title and repossession rights protects the seller against non-payment.
Selling a business triggers a long list of legal considerations — GST treatment, landlord consent, employee transfers, client consent for certain contracts. A sales agreement is the central document that organises all of them.
Yes. A sales agreement is an ordinary commercial contract under Australian law. Electronic signatures on it are recognised as valid under the Electronic Transactions Act 1999 (Cth)and the state-based equivalents (e.g. Electronic Transactions Act 2000 (NSW), Electronic Transactions (Victoria) Act 2000, Electronic Transactions (Queensland) Act 2001).
Under section 10 of the Commonwealth Act, an electronic signature is valid if it identifies the signer, indicates their intent to be bound, and uses a method as reliable as appropriate in the circumstances. SignBolt captures timestamp, IP address, and signer identity — which meets this "reliable method" test for ordinary commercial signing.
Certain document types are excluded from electronic-signing provisions in some states (wills, statutory declarations in some contexts, land titles documents). A sales agreement is not in those excluded categories — electronic signature is valid.
This page is general information, not legal advice. For high-value or unusual arrangements, obtain a one-off review from a qualified Australian legal practitioner.
Questions we get about the Sales Agreement template.
They are substantially the same document viewed from opposite sides of the transaction. 'Sales agreement' is the seller's framing; 'purchase agreement' is the buyer's framing. The contract is the same either way. Use whichever title is more natural in your context.
For one-off retail transactions under a few thousand dollars, a receipt or invoice is usually enough (plus any applicable Australian Consumer Law rights). For business-to-business sales over, say, $5,000, or sales involving warranties, instalments, or post-sale obligations, a written sales agreement is worth the effort. For a business sale, it is essential.
Yes. Sales agreements are covered by the Electronic Transactions Act 1999 (Cth) and the state equivalents. Electronic signatures are valid. Some specific types of transfer (e.g. real property, shares in some company structures) may have additional formality requirements, but the sales agreement itself can be electronically signed.
Ownership (title) transfers when the sales agreement says it does. The most common rules are: (a) on delivery (default under the Sale of Goods Acts in each state); (b) on full payment (retention of title clause); (c) on a specific date. Each rule has different consequences for insurance and insolvency. Retention of title protects sellers who sell on credit — if the buyer fails to pay, the seller can retrieve the unsold stock.
Baseline warranties are: title (the seller owns the goods and has the right to sell), no encumbrances (no lenders or creditors have security over the goods), and conformity with description (the goods match what was agreed). Additional warranties — fitness for purpose, quality, performance — depend on the goods and the deal. Be careful: the Australian Consumer Law imposes non-excludable consumer guarantees that cannot be waived for consumer sales.
Most business-to-business sales attract 10% GST on the sale price if the seller is GST-registered. State clearly in the contract whether the price is 'plus GST' or 'GST inclusive'. A business sale may qualify for the going-concern GST-free treatment under s38-325 of the GST Act if both parties are registered and certain conditions are met — this is a significant tax saving and worth structuring correctly.
The sales agreement's default clause governs. If ownership has not yet transferred (retention of title), the seller can reclaim the goods. If it has, the seller is left suing for the unpaid price. A deposit protects against this — the buyer forfeits the deposit on default. For larger deals, a personal guarantee from the buyer's directors adds further protection.
Free plan covers 3 documents per month — more than enough to get this signed today. No credit card required.