# Supply of goods agreement > Download our Supply of Goods Agreement template or generate a bespoke version tailored to your needs. Fast, editable, and fully compliant with English law. **Document type:** Supply of goods agreement **Category:** Agreements & Contracts **Jurisdiction:** England & Wales **Governing law:** England and Wales **Last updated:** 2026-08-12 ## What is a Supply of Goods Agreement? A Supply of Goods Agreement outlines the terms between a supplier who will provide specific products and a buyer who agrees to purchase them. This contract spells out crucial details like product specifications, pricing, delivery schedules, and quality standards that both parties must follow. The agreement protects both sides under English commercial law, particularly the Sale of Goods Act 1979 and the Supply of Goods and Services Act 1982. It helps prevent disputes by clearly stating payment terms, warranties, and what happens if something goes wrong with the delivery or products. For ongoing business relationships, these agreements often include minimum purchase requirements and terms for handling price changes or supply disruptions. ## Sample clauses: standard wording in a UK supply of goods agreement **6. Delivery, Title and Risk** 6.1 The Supplier shall deliver the Goods to [delivery address] on the date or within the period specified in the relevant Order, and time of delivery is [of the essence / not of the essence]. 6.2 Risk in the Goods passes to the Buyer on completion of unloading at the delivery address, but title does not pass until the Supplier has received payment in full and in cleared funds for those Goods and any other goods supplied under this Agreement. 6.3 Until title passes, the Buyer shall store the Goods separately, keep them identifiable as the Supplier's property, insure them against all usual risks for their full price and not pledge or charge them by way of security. 6.4 If the Supplier fails to deliver within [10] Business Days of the agreed delivery date, the Buyer may cancel the relevant Order and recover the excess cost of obtaining substitute goods of similar description, subject to clause [12] (Limitation of Liability). **9. Warranty, Inspection and Rejection** 9.1 The Supplier warrants that, for [12] months from delivery, the Goods will conform to the Specification, be of satisfactory quality within the meaning of the Sale of Goods Act 1979 and be reasonably fit for any purpose made known to the Supplier in writing before the Order. 9.2 The Buyer shall inspect the Goods on delivery and give written notice of any shortage, damage or defect apparent on reasonable inspection within [5] Business Days, and of any latent defect within [10] Business Days of discovery. 9.3 Where the Buyer validly rejects Goods, the Supplier shall at the Buyer's election repair or replace them at the Supplier's cost, or refund the price paid, and shall bear the cost of collecting the rejected Goods. 9.4 The warranty in clause 9.1 does not apply where the defect arises from fair wear and tear, the Buyer's failure to follow the Supplier's written storage or handling instructions, or any alteration of the Goods without the Supplier's written consent. _Illustrative extract showing typical drafting under the law of England and Wales. Documents generated with GenieAI are tailored to your rules, standards and context._ ## When should you use a Supply of Goods Agreement? Use a Supply of Goods Agreement when establishing any regular or significant product purchasing relationship with a supplier. This is especially important for business-critical items, custom-made products, or orders above £5,000 where having clear terms becomes essential for protecting both parties. The agreement becomes vital when dealing with specific delivery timing, quality requirements, or complex pricing structures. Manufacturing companies need these agreements when sourcing raw materials, retailers use them for inventory purchasing, and service businesses rely on them for equipment or supplies. Having this agreement in place before starting the relationship helps avoid costly disputes and ensures smooth operations. ## What are the different types of Supply of Goods Agreement? - **Standard Supply Agreement**: Basic template for regular, ongoing product deliveries with fixed pricing and standard terms - **Single-Purchase Agreement**: Used for one-time bulk orders or specific shipments with detailed delivery requirements - **Master Supply Agreement**: Comprehensive framework for long-term relationships, allowing multiple orders under one contract - **Exclusive Supply Agreement**: Restricts supplier from selling specified products to competitor businesses - **Just-in-Time Agreement**: Focuses on precise delivery timing and inventory management for manufacturing needs ## Who should typically use a Supply of Goods Agreement? - **Manufacturers and Suppliers**: Create and fulfil Supply of Goods Agreements when selling products, raw materials, or components to businesses - **Purchasing Managers**: Review and negotiate terms, monitor compliance, and manage supplier relationships - **Corporate Legal Teams**: Draft and review agreements to ensure legal protection and regulatory compliance - **Business Owners**: Sign agreements as buyers, especially in small to medium enterprises without dedicated procurement teams - **Supply Chain Directors**: Oversee multiple agreements across different suppliers to maintain consistent product flow ## How do you write a Supply of Goods Agreement? - **Product Details**: List exact specifications, quantities, quality standards, and any required certifications - **Delivery Terms**: Determine shipping frequency, locations, packaging requirements, and acceptable delivery windows - **Pricing Structure**: Document base prices, volume discounts, payment terms, and any price adjustment mechanisms - **Company Information**: Gather legal names, addresses, and authorised signatories for both parties - **Performance Metrics**: Define quality control processes, acceptance criteria, and methods for handling defects - **Risk Management**: Outline liability limits, insurance requirements, and termination conditions ## What should be included in a Supply of Goods Agreement? - **Parties and Purpose**: Legal names, addresses, and clear statement of goods being supplied - **Product Details**: Specific descriptions, quantities, and quality standards in accordance with the Sale of Goods Act 1979 - **Pricing Terms**: Payment amounts, schedules, and methods, including any volume-based adjustments - **Delivery Terms**: Shipping details, transfer of title, and risk of loss provisions - **Warranties**: Express product warranties and statutory warranties under the Sale of Goods Act 1979 - **Term and Termination**: Duration, renewal options, and conditions for ending the agreement - **Dispute Resolution**: Governing law, jurisdiction, and conflict resolution procedures ## What's the difference between a Supply of Goods Agreement and a Supply of Services Agreement? A Supply of Goods Agreement differs significantly from a [Supply of Services Agreement](https://www.genieai.co/en-gb/template-type/supply-of-services-agreement) in several key ways. Whilst both involve commercial relationships, their core focus and legal requirements vary substantially under English commercial law. - **Subject Matter**: Supply of Goods Agreements deal with tangible products and are governed by the Sale of Goods Act 1979, whilst service agreements cover intangible work or expertise and fall under contract law - **Quality Standards**: Goods agreements specify measurable product specifications and warranties, whereas service agreements focus on performance standards and service levels - **Delivery and Acceptance**: Goods agreements emphasise physical delivery, inspection, and rejection rights, whilst service agreements outline ongoing performance metrics and satisfaction criteria - **Risk Transfer**: Goods agreements include specific points of title transfer and risk of loss, but service agreements typically focus on professional liability and performance guarantees ## Templates in this category - [Contract For Supply And Delivery Of Goods](https://www.genieai.co/en-gb/template/contract-for-supply-and-delivery-of-goods) - [Contract For Supply Of Goods](https://www.genieai.co/en-gb/template/contract-for-supply-of-goods) - [Tripartite Agreement For Supply Of Goods](https://www.genieai.co/en-gb/template/tripartite-agreement-for-supply-of-goods) --- This is the Markdown representation of [https://www.genieai.co/en-gb/template-type/supply-of-goods-agreement](https://www.genieai.co/en-gb/template-type/supply-of-goods-agreement), provided for AI agents and crawlers. 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