Consignment Agreement For (Retail) Template for Philippines

The Consignment Agreement For (Retail) is a crucial document for businesses operating in the Philippines' retail sector where suppliers wish to place their products with retailers while maintaining ownership until final sale. This arrangement is particularly common in sectors such as fashion, electronics, and luxury goods, where inventory costs are high and product testing in new markets is desired. The agreement must comply with Philippine regulations, including the Civil Code, Consumer Act, and Retail Trade Liberalization Act, while addressing practical aspects such as commission structures, inventory management, and risk allocation. It's commonly used when suppliers want to expand their market reach without establishing their own retail presence, or when retailers wish to minimize inventory investment risk. The document typically includes detailed provisions for product handling, sales reporting, payment terms, and return procedures, making it essential for both established retail operations and new market entries.

1. Parties: Identifies the consignor (owner of goods) and consignee (retailer), including their complete legal names, addresses, and business registration details

2. Background: Explains the context of the agreement, including the nature of both businesses and their intention to enter into a consignment arrangement

3. Definitions: Defines key terms used throughout the agreement, including 'Consigned Goods', 'Consignment Period', 'Commission', 'Net Proceeds', etc.

4. Appointment and Scope: Establishes the consignment relationship and defines the scope of the consignee's authority to sell the goods

5. Delivery and Acceptance of Goods: Details the process for delivery, inspection, and acceptance of consigned goods

6. Pricing and Commission Structure: Specifies the pricing mechanism for consigned goods and the commission structure for the consignee

7. Payment Terms: Outlines the payment schedule, method of payment, and handling of sales proceeds

8. Responsibilities of Consignor: Lists the obligations of the goods owner, including quality assurance and product information

9. Responsibilities of Consignee: Details the retailer's obligations regarding storage, display, sales, reporting, and care of goods

10. Title and Risk: Clarifies that title remains with consignor until sale, and addresses risk allocation

11. Records and Reporting: Specifies requirements for inventory management, sales tracking, and regular reporting

12. Return of Unsold Goods: Procedures for returning unsold merchandise and handling damaged goods

13. Term and Termination: Specifies agreement duration, renewal terms, and termination conditions

14. General Provisions: Standard clauses including governing law, dispute resolution, and notices