Warehousing Agreement Template for England and Wales

A Warehousing Agreement sets out the terms for storing goods in a warehouse facility, covering how items will be received, stored, handled, and released. It creates clear legal obligations between the warehouse operator and the company storing their goods, protecting both parties under English commercial law.

These contracts typically detail storage fees, insurance requirements, damage liability, and inventory management procedures. For businesses in England and Wales, they're essential when outsourcing storage needs or running third-party logistics operations, especially since the warehouse operator becomes a bailee with specific duties to care for the stored items.

Use a Warehousing Agreement when your business needs to store goods at a third-party facility or when you're offering warehouse space to others. This contract becomes essential for e-commerce companies expanding their storage capacity, manufacturers managing seasonal inventory, or retailers needing overflow space during peak periods.

The agreement protects both parties when inventory changes hands, equipment gets damaged, or storage conditions affect product quality. For businesses operating in England and Wales, it's particularly important when dealing with regulated goods, temperature-sensitive items, or high-value stock where clear liability and handling procedures must be documented.

• Long-term Storage Agreements: Cover ongoing warehouse space rental with detailed performance metrics and service levels
• Flexible Storage Contracts: Offer short-term or variable capacity for seasonal needs or fluctuating inventory
• Specialist Warehousing Agreements: Include specific provisions for regulated goods, hazardous materials, or temperature-controlled storage
• Full-Service Logistics Agreements: Combine storage with additional services like picking, packing, and distribution
• Basic Storage Contracts: Focus purely on space rental and basic handling, suitable for straightforward storage needs

• Warehouse Operators: Provide storage facilities and draft agreements to protect their interests and outline service commitments
• Retail Companies: Store excess inventory, seasonal stock, or e-commerce products in third-party facilities
• Manufacturers: Secure storage space for raw materials, finished goods, or distribution needs
• Logistics Managers: Oversee agreement compliance and manage day-to-day warehouse operations
• Commercial Solicitors: Draft and review agreements to ensure legal compliance and protect client interests
• Insurance Providers: Underwrite warehouse coverage and review agreements for liability terms

• Storage Requirements: Document exact space needed, storage duration, and any special handling requirements
• Service Details: List specific services like loading, unloading, inventory tracking, or temperature control
• Insurance Coverage: Confirm insurance requirements and liability limits for stored goods
• Access Rules: Define who can access the warehouse and during what hours
• Payment Terms: Outline storage rates, additional service fees, and payment schedules
• Performance Metrics: Set clear KPIs for inventory accuracy, handling times, and reporting
• Exit Strategy: Include notice periods and procedures for contract termination

• Parties & Services: Full legal names, addresses, and detailed scope of warehousing services
• Storage Terms: Space allocation, duration, and specific handling requirements
• Payment Clauses: Fees, payment schedule, late payment penalties, and rate adjustment mechanisms
• Liability Terms: Risk allocation, insurance requirements, and damage compensation procedures
• Operating Hours: Access times, delivery schedules, and emergency procedures
• Termination Rights: Notice periods, breach remedies, and exit procedures
• Governing Law: Explicit statement of English law jurisdiction and dispute resolution process
• Force Majeure: Circumstances beyond reasonable control and their handling

A Warehousing Agreement differs significantly from a Business Acquisition Agreement, though both can involve physical assets and property. While a Warehousing Agreement focuses on temporary storage and handling of goods, a Business Acquisition Agreement involves the permanent transfer of business ownership and assets.

• Scope and Duration: Warehousing Agreements typically cover ongoing services with regular renewals, while Business Acquisition Agreements represent a one-time transaction with permanent effect
• Asset Control: In warehousing, the goods' ownership stays with the client while the warehouse provides storage services. In acquisitions, full ownership and control transfer to the buyer
• Legal Obligations: Warehousing focuses on bailment duties and operational standards, while acquisitions involve complex due diligence, warranties, and ownership transfer provisions
• Risk Profile: Warehouse operators take on custody risks but not ownership risks, unlike business acquisitions where the buyer assumes all business-related risks