Clarity for both parties
The sales agreement is an agreement by which a supplier undertakes to supply certain goods and/or services, whether or not exclusively, to a customer. On the (international) market, a sales agreement (in the form of a framework agreement) is often practical because it lays down once-only the conditions under which your customer can purchase products or services from you. Usually based on a so-called (rolling) forecast, your customer can then order the products or services via a purchase order and you can take this into account in your (production) planning. If you include a minimum purchase obligation, you are also assured of minimum sales.
When do you close a sales agreement?
You enter into a sales agreement when you regularly deliver products or services to another party (the sales agreement then takes on the character of a framework agreement), when you deliver a product or service with a high risk content or a high price (e.g. machines) or when you wish to enter into a special relationship with your customer in any form. For a single delivery of (non-risk or expensive) products or services, it is often more practical to refer your customers to your general terms and conditions of delivery by means of an offer. However, this reference must meet certain formal requirements and you must then have tailor-made general terms and conditions of delivery at your disposal. See our page about general terms and conditions.
What does the sales agreement say?
In the sales agreement you include which products you deliver, how often and when you deliver the products, what these products must comply with, at what price and payment conditions you deliver the products, which delivery conditions apply (e.g. incoterms), which warranties apply to the products and to what extent your liability extends. Depending on your payment conditions, it may also be wise to include a retention title in the sales contract. This way you remain the legal owner of the delivered products until you have received full payment for the delivered products. Furthermore, you can also include other conditions in the sales agreement, for example that the customer has an obligation to purchase, must perform an incoming inspection test or other quality assurance agreements (also often to be included in a separate quality assurance agreement).
In addition, it is also very important that the sales agreement states the circumstances under which the agreement may be dissolved.
Do you need help in drawing up a sales agreement?
Would you like support in drawing up and negotiating a workable and legally clear sales agreement? Or are you dealing with a dispute about or termination of a sales agreement? Our legal experts will be happy to assist you. Please feel free to contact us for more information.