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Seller Agreement for the United States

Seller Agreement Template for United States

A Seller Agreement is a comprehensive legal document governed by U.S. law that establishes the terms and conditions under which a seller will provide goods or services to a buyer. The agreement covers crucial aspects including pricing, delivery terms, warranties, product specifications, and payment terms, while ensuring compliance with federal and state commercial laws, particularly the Uniform Commercial Code (UCC).

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What is a Seller Agreement?

The Seller Agreement serves as a foundational document for commercial transactions in the United States, establishing clear terms and responsibilities between parties engaged in the sale of goods or services. This contract type is essential for businesses seeking to formalize their sales relationships while ensuring compliance with federal and state regulations, including the UCC. The agreement typically addresses key aspects such as product specifications, pricing structures, delivery terms, warranty provisions, and risk allocation, while providing mechanisms for dispute resolution and contract termination.

What sections should be included in a Seller Agreement?

1. Parties: Identification and details of the seller and buyer entities

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Scope of Agreement: Details of products/services being sold and general terms of sale

5. Pricing and Payment Terms: Price structure, payment methods, and timing

6. Delivery Terms: Shipping, delivery timelines, and related obligations

7. Warranties: Standard product/service warranties and disclaimers

8. Term and Termination: Duration of agreement and termination conditions

9. Governing Law: Applicable jurisdiction and dispute resolution

What sections are optional to include in a Seller Agreement?

1. Intellectual Property: IP rights and protections - include when proprietary technology or branded products are involved

2. Insurance Requirements: Required insurance coverage - include for high-value or high-risk products

3. Marketing Rights: Use of trademarks and marketing materials - include when brand promotion is part of the relationship

4. Territory Restrictions: Geographic limitations on sales - include when selling rights are limited to specific regions

5. Minimum Purchase Requirements: Required minimum order quantities - include for volume-based relationships

What schedules should be included in a Seller Agreement?

1. Product List: Detailed list of products with specifications and prices

2. Service Level Agreement: Performance metrics and service standards

3. Commission Schedule: Details of commission structure if applicable

4. Quality Standards: Product quality specifications and testing requirements

5. Return Policy: Procedures for handling returns and defective products

Authors

Alex Denne

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

Jurisdiction

United States

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Clauses




























Industries

Uniform Commercial Code: Primary federal law governing commercial transactions, particularly Article 2 which deals with the sale of goods. Essential for structuring sales terms, warranties, and remedies.

Federal Trade Commission Act: Federal legislation that prohibits unfair or deceptive trade practices. Must be considered when drafting representations, warranties, and marketing-related provisions.

Consumer Protection Laws: Federal and state laws protecting consumer rights, affecting terms of sale, warranties, and disclaimers in consumer transactions.

Antitrust Laws: Sherman Act and Clayton Act governing competition and monopoly prevention, relevant for pricing, exclusivity, and territory restrictions.

Fair Credit Reporting Act: Federal law regulating the collection, dissemination, and use of consumer credit information, important if credit terms are included.

Magnuson-Moss Warranty Act: Federal law governing consumer product warranties, must be considered when drafting warranty terms and disclaimers.

E-SIGN Act: Electronic Signatures in Global and National Commerce Act, enabling electronic contracts and signatures to have the same legal status as paper contracts.

UETA: Uniform Electronic Transactions Act, providing legal framework for electronic transactions and records.

Industry-Specific Regulations: Specialized regulations such as FDA, CPSC, and industry safety standards that may apply based on the products being sold.

Data Protection Laws: Including state privacy laws, CCPA, and data breach notification requirements affecting how customer data must be handled.

Tax Requirements: State sales tax obligations, nexus considerations, and tax collection responsibilities that must be addressed in the agreement.

Dispute Resolution Framework: State-specific arbitration laws and jurisdictional requirements that govern how disputes will be resolved.

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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