Consignment Agreement Template for England and Wales

A Consignment Agreement lets one party (the consignor) place their goods with another party (the consignee) to sell them on their behalf. The consignee displays and sells the items but doesn't actually own them - they're acting more like a sales agent and earn a commission on each sale. Common in retail, art galleries, and vintage shops across England and Wales.

The agreement spells out key details like commission rates, payment terms, and who bears the risk if items get damaged. The consignor keeps legal ownership until items sell, while the consignee must handle the goods with care and track sales properly. Both parties need clear records for VAT and accounting purposes under UK tax laws.

Use a Consignment Agreement when you want to sell products through a third party without transferring ownership until the actual sale happens. It's especially valuable for high-value items like artwork, antiques, or designer clothing where you need to maintain control while expanding your market reach through established retailers or galleries.

This agreement becomes essential when dealing with unique or valuable merchandise that requires specific handling, display conditions, or expert sales knowledge. It offers protection for both parties under English commercial law - helping prevent disputes over damaged goods, sales tracking, and commission structures. It's particularly useful for seasonal items, test marketing new products, or entering new retail markets with minimal risk.

• Consignment Sales Agreement: Basic framework for general merchandise, covering essential terms and commission structures
• Retail Consignment Contract: Tailored for high-street retail operations with specific display and inventory management terms
• Equipment Consignment Agreement: Specialized for industrial or technical equipment with maintenance and liability provisions
• Consignment Store Agreement: Comprehensive version for dedicated consignment shops, including store operations and multiple consignor management
• Consignor Agreement: Focuses on consignor rights and obligations, ideal for suppliers working with multiple retailers

• Artists and Creators: Supply original artwork, crafts, or unique items to galleries while maintaining ownership rights until sale
• Retail Shop Owners: Display and sell consigned goods, manage inventory, and handle customer transactions for a commission
• Vintage Dealers: Place high-value collectibles or antiques with specialist retailers while controlling pricing
• Equipment Manufacturers: Supply specialized machinery to dealers for demonstration and sale without transfer of ownership
• Solicitors: Draft and review agreements to ensure compliance with UK commercial law and protect both parties' interests
• Accountants: Track sales, commissions, and VAT obligations for both consignors and consignees

• Party Details: Gather full legal names, addresses, and registration numbers of both consignor and consignee
• Item Description: Create detailed inventory list with conditions, values, and unique identifiers of consigned goods
• Commission Structure: Determine exact percentage splits, payment terms, and minimum sale prices
• Duration Terms: Set clear timeframes for the consignment period and any renewal options
• Insurance Coverage: Confirm who provides insurance and document existing item conditions
• Display Requirements: Specify any special handling, storage, or presentation needs
• Return Protocol: Define procedures for unsold items and notice periods
• Payment Methods: Establish payment schedules and acceptable forms of payment

• Party Identification: Full legal names, addresses, and business details of consignor and consignee
• Goods Description: Precise inventory list with values, conditions, and unique identifiers
• Commission Terms: Clear payment structure, rates, and timing of settlements
• Title Retention: Explicit statement that ownership remains with consignor until sale
• Risk Allocation: Responsibilities for loss, damage, and insurance requirements
• Duration: Agreement term, renewal options, and termination conditions
• Sales Process: Pricing authority, display requirements, and reporting obligations
• Governing Law: Explicit reference to English law jurisdiction and dispute resolution
• Execution Block: Signature spaces with dates and witness provisions

A Consignment Agreement differs significantly from an Agency Agreement, though both involve one party selling goods on behalf of another. Here are the key distinctions that matter under English law:

• Ownership Structure: In consignment, the consignor retains full ownership until final sale, while in agency, the principal may transfer ownership to the agent
• Risk Allocation: Consignment agreements typically place most risk on the consignor, whereas agency agreements often share risk between parties
• Payment Terms: Consignment focuses on commission per sale, while agency agreements might include fixed fees plus commission
• Legal Authority: Agents usually have broader powers to negotiate and bind their principals, while consignees have limited authority to only sell at agreed prices
• Inventory Control: Consignment keeps strict inventory tracking and return rights, while agency relationships often grant more flexibility in handling goods