Sales Agreement Template for the United Arab Emirates

A Sales Agreement is a legally binding contract that governs the sale of goods between businesses in the United Arab Emirates. This essential commercial document ensures both parties understand their rights and obligations while maintaining compliance with UAE federal laws and commercial regulations.

When do you need this document?

You need a Sales Agreement when conducting any commercial transaction involving the sale of goods in the UAE. This includes business-to-business sales where companies are purchasing inventory, equipment, or raw materials from suppliers. International businesses importing goods into the UAE or exporting from the Emirates also require this agreement to establish clear terms with foreign partners. Manufacturing companies selling products to distributors or retailers use this document to define their commercial relationship. Additionally, you need this agreement when dealing with high-value transactions, complex delivery arrangements, or when warranty and support services are involved in the sale.

Key legal considerations

Under UAE law, your Sales Agreement must clearly identify all parties with their full legal names, commercial registration numbers, and registered addresses. The contract must specify the exact goods being sold, including quantity, quality specifications, and any relevant standards or certifications required in the UAE. Payment terms need careful consideration, including the total price, payment schedule, acceptable payment methods, and consequences of late payment. Delivery clauses should address risk transfer, shipping terms, and compliance with UAE customs regulations for international transactions. Warranty provisions must align with UAE Consumer Protection Law requirements, while limitation of liability clauses must be reasonable and enforceable under UAE Civil Code. Include clear dispute resolution mechanisms, as UAE courts generally favor arbitration for commercial disputes.

Legal requirements in United Arab Emirates

Your Sales Agreement must comply with UAE Federal Law No. 5 of 1985 (Civil Code), which governs contract formation, validity, and performance obligations. Commercial transactions fall under UAE Federal Law No. 18 of 1993 (Commercial Transactions Law), requiring specific disclosures and terms for business sales. If selling to consumers, ensure compliance with UAE Federal Law No. 24 of 2006 (Consumer Protection Law), which mandates certain warranty rights and return policies. For companies, adherence to UAE Federal Law No. 2 of 2015 (Commercial Companies Law) ensures proper corporate authorization for the transaction. Anti-fraud provisions under Federal Law No. 19 of 2016 require accurate representation of goods and their authenticity. Local Emirates may impose additional commercial regulations, so verify specific requirements in Dubai, Abu Dhabi, or other Emirates where the transaction occurs. Contracts involving restricted or regulated goods must include appropriate licenses and regulatory compliance statements.