Sales Agreement Template for the United Arab Emirates

A Sales Agreement is essential for any business transaction involving the sale of goods in the United Arab Emirates. This legally binding contract establishes clear terms between sellers and buyers while ensuring compliance with UAE commercial law. Whether you're selling products domestically or engaging in international trade through the UAE, a properly drafted Sales Agreement protects your interests and provides legal certainty for both parties.

When do you need this document?

You need a Sales Agreement whenever your business sells goods to another company or individual in the UAE. This includes transactions between UAE-based companies, international sales where goods are delivered to the UAE, and distribution arrangements within the emirates. The agreement is particularly crucial for high-value transactions, bulk sales, or when dealing with complex delivery terms. Manufacturing companies selling to distributors, importers selling to retailers, and any business engaging in B2B sales should use this document to formalize their transactions and establish clear legal obligations.

Key legal considerations

Your Sales Agreement must clearly define the parties involved, including full legal names and registration numbers as required under UAE law. The contract should specify the goods being sold with detailed descriptions, quantities, and quality standards to avoid disputes. Payment terms must be explicit, including the purchase price, payment methods, and schedule. Risk of loss and title transfer provisions are critical for determining when ownership passes from seller to buyer. Warranty clauses should outline the seller's obligations regarding product quality and performance. Include force majeure provisions to address unforeseen circumstances that might affect delivery or performance. The agreement should also specify governing law, jurisdiction for dispute resolution, and any applicable penalties for breach of contract.

Legal requirements in United Arab Emirates

Under UAE Federal Law No. 5 of 1985 (Civil Code), your Sales Agreement must meet specific formation requirements including offer, acceptance, and consideration. The Commercial Transactions Law requires clear identification of goods and pricing terms for commercial sales. If your transaction involves consumer sales, you must comply with UAE Federal Law No. 24 of 2006 (Consumer Protection Law) which provides additional buyer protections. For companies, ensure compliance with Federal Law No. 2 of 2015 (Commercial Companies Law) regarding commercial activities. International sales must adhere to import/export regulations and may require additional documentation. The agreement should be in Arabic or include Arabic translations for enforceability in UAE courts. Consider registration requirements if the transaction involves real estate or high-value assets. Include provisions for UAE dirham pricing or approved foreign currency transactions as per UAE Central Bank regulations.