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Terms Of Sale Agreement Template for Germany

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Key Requirements PROMPT example:

Terms Of Sale Agreement

"I need a Terms of Sale Agreement under German law for my e-commerce business selling luxury watches to both retail and wholesale customers across the EU, with specific focus on consumer protection and cross-border shipping requirements."

Document background
The Terms of Sale Agreement is a crucial document for any business operating in Germany that engages in the sale of goods or services. This document becomes particularly important as German law places specific requirements on standard terms and conditions through the BGB and AGB-Recht, with strict rules about transparency and fairness. The agreement should be used whenever a business wants to establish standardized terms for their sales transactions, whether in B2B or B2C contexts. It needs to address key aspects such as order processes, pricing, delivery terms, warranty rights, and liability limitations, while ensuring compliance with German and EU regulations. For consumer transactions, it must incorporate mandatory consumer protection provisions, including withdrawal rights for distance selling. The document serves as a legal foundation for all sales transactions and helps prevent disputes by clearly defining the rights and obligations of all parties involved.
Suggested Sections

1. Parties: Identification of the seller and buyer, including full legal names, addresses, and registration details if companies

2. Background: Brief context explaining the purpose of the agreement and the business relationship

3. Definitions: Key terms used throughout the agreement defined for clarity and consistency

4. Scope of Application: Establishes that these terms apply to all business transactions between the parties

5. Order and Acceptance Process: Details on how orders are placed, confirmed, and become binding contracts

6. Prices and Payment Terms: Pricing structure, payment methods, due dates, and late payment consequences

7. Delivery Terms: Delivery conditions, timeframes, shipping costs, and transfer of risk

8. Title Retention: Provisions regarding retention of title until full payment (Eigentumsvorbehalt)

9. Warranty and Liability: Warranty terms, liability limitations, and claims process in accordance with German law

10. Force Majeure: Circumstances exempt from liability and process for handling such situations

11. Term and Termination: Duration of the agreement and conditions for termination

12. Governing Law and Jurisdiction: Specification of German law application and competent courts

Optional Sections

1. Data Protection: Required when personal data is processed, detailing GDPR compliance measures

2. Export Control: Necessary for international sales or products subject to export restrictions

3. Quality Requirements: Relevant for specific industries or products requiring quality standards

4. Intellectual Property Rights: Important when selling products with IP components or licensed materials

5. Consumer Rights: Mandatory when selling to consumers, including withdrawal rights

6. Electronic Commerce: Required for online sales, including specific e-commerce regulations

Suggested Schedules

1. Price List: Detailed pricing information for products or services

2. Product Specifications: Technical details and specifications of products

3. Delivery Zones and Costs: Breakdown of delivery areas and associated shipping costs

4. Return Policy: Detailed procedures for returns and warranty claims

5. Data Processing Agreement: Required under GDPR if personal data is processed

6. Quality Standards: Specific quality requirements and standards for products

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions


































Clauses






























Relevant Industries

Retail

Manufacturing

E-commerce

Wholesale

Technology

Consumer Goods

Industrial Equipment

Automotive

Electronics

Food and Beverage

Pharmaceuticals

Construction Materials

Textiles

Software and Digital Products

Relevant Teams

Legal

Sales

Commercial

Compliance

Operations

Business Development

Risk Management

Customer Service

E-commerce

Supply Chain

Management

Relevant Roles

Legal Counsel

Commercial Director

Sales Manager

E-commerce Manager

Compliance Officer

Business Development Manager

Contract Manager

Chief Legal Officer

Head of Sales

Operations Manager

General Manager

Chief Executive Officer

Procurement Manager

Risk Manager

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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