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Terms Of Sale Agreement

Terms Of Sale Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Terms Of Sale Agreement

"I need a Terms of Sale Agreement for my UAE-based e-commerce business selling electronics to consumers, with specific provisions for online payments, digital receipts, and a consumer-friendly returns policy that complies with UAE consumer protection laws."

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Document background
The Terms of Sale Agreement serves as a crucial legal framework for businesses operating in the United Arab Emirates, establishing clear rules and obligations for commercial transactions. This document is essential for companies engaged in selling goods or services, whether in B2B or B2C contexts, and must comply with UAE Civil Code, Commercial Transactions Law, and Consumer Protection regulations. The agreement typically covers critical aspects such as product specifications, pricing, delivery terms, warranties, and dispute resolution mechanisms, while incorporating specific requirements of UAE commercial law. It's particularly important for businesses establishing ongoing sales relationships or those engaging in regular commercial transactions within the UAE market, providing legal certainty and protecting the interests of all parties involved.
Suggested Sections

1. Parties: Identification of the seller and buyer with full legal names, addresses, and registration details as required by UAE law

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions: Clear definitions of key terms used throughout the agreement

4. Scope of Sale: Detailed description of products/services being sold, including specifications and quantities

5. Price and Payment Terms: Pricing structure, payment methods, currency, VAT details, and payment schedules

6. Delivery Terms: Delivery timeframes, shipping terms, transfer of risk, and Incoterms if applicable

7. Title and Risk: Transfer of ownership provisions and risk allocation

8. Quality and Inspection: Quality standards, inspection procedures, and acceptance criteria

9. Warranties: Product warranties and quality guarantees

10. Return and Refund Policy: Conditions and procedures for returns and refunds

11. Limitation of Liability: Liability caps and exclusions permissible under UAE law

12. Term and Termination: Duration of agreement and termination provisions

13. Force Majeure: Events excusing performance under UAE law

14. Confidentiality: Protection of confidential information and trade secrets

15. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Electronic Communications: Required when transactions will be conducted electronically, addressing digital signatures and online ordering processes

2. Intellectual Property: Include when the sale involves licensed products or branded goods

3. Export Control: Required for international sales or restricted products

4. Data Protection: Include when personal data will be collected or processed as part of the sales process

5. Insurance: Required for high-value goods or when specific insurance requirements exist

6. Anti-Corruption: Include for compliance with UAE anti-bribery laws, especially in B2B or government sales

7. Change Control: Include when product specifications or pricing may need regular updates

8. Volume Commitments: Include for long-term supply arrangements with minimum purchase requirements

Suggested Schedules

1. Product Specifications: Detailed technical specifications of products being sold

2. Price List: Comprehensive pricing details, including any volume discounts or special pricing arrangements

3. Service Level Agreement: Performance metrics and service standards if applicable

4. Delivery Schedule: Detailed delivery timeframes and logistics arrangements

5. Quality Standards: Specific quality requirements and testing procedures

6. Return Procedures: Detailed procedures for handling returns and claims

7. Warranty Terms: Detailed warranty terms and claim procedures

8. Contact Details: Key contact persons and escalation matrix for both parties

Authors

Alex Denne

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Applicable Law
Business Day
Buyer
Confidential Information
Defect
Delivery
Delivery Date
Delivery Location
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Invoice
Order
Order Confirmation
Payment Terms
Price
Products
Purchase Order
Quality Standards
Related Parties
Representatives
Seller
Services
Specifications
Term
Territory
UAE
VAT
Warranty Period
Working Hours
Writing
Electronic Communication
Return Policy
Acceptance
Rejection
Payment Due Date
Shipping Terms
Documentation
Material Breach
Notice
Authorized Representative
Quality Certificate
Inspection Period
Clauses
Parties
Recitals
Definitions
Scope of Sale
Order Process
Pricing
Payment Terms
Delivery
Title and Risk
Quality Standards
Inspection and Testing
Acceptance and Rejection
Warranties
Returns and Refunds
Limitation of Liability
Indemnification
Force Majeure
Term
Termination
Confidentiality
Intellectual Property
Data Protection
Compliance with Laws
Anti-Corruption
Export Control
Insurance
Notices
Assignment
Subcontracting
Amendments
Waiver
Severability
Entire Agreement
Third Party Rights
Relationship of Parties
Dispute Resolution
Governing Law
Jurisdiction
Language
Counterparts
Electronic Execution
VAT and Taxation
Relevant Industries

Retail

Manufacturing

E-commerce

Consumer Goods

Technology

Industrial Products

Automotive

Electronics

Fashion and Apparel

Food and Beverage

Construction Materials

Medical Supplies

Telecommunications

Software and Digital Products

Relevant Teams

Legal

Commercial

Sales

Procurement

Business Development

Compliance

Operations

Supply Chain

E-commerce

Retail Operations

Risk Management

Customer Service

Finance

Quality Assurance

Relevant Roles

Legal Counsel

Commercial Director

Sales Manager

Procurement Manager

Business Development Manager

Contract Administrator

Compliance Officer

Operations Manager

Supply Chain Manager

E-commerce Manager

Retail Operations Director

Chief Commercial Officer

General Manager

Risk Manager

Customer Service Manager

Industries
UAE Civil Code (Federal Law No. 5 of 1985): Fundamental law governing contracts, obligations, and civil transactions in the UAE. Contains provisions on contract formation, validity, and general principles of contractual relationships.
UAE Commercial Transactions Law (Federal Law No. 18 of 1993): Regulates commercial transactions and sales, including provisions on commercial contracts, obligations of buyers and sellers, and transfer of ownership.
UAE Consumer Protection Law (Federal Law No. 15 of 2020): Protects consumer rights, regulates business practices, and sets requirements for fair trading, especially relevant if the terms of sale involve consumer transactions.
Electronic Commerce and Transactions Law (Federal Law No. 1 of 2006): Governs electronic transactions and digital signatures, essential if the sale agreement includes online sales or electronic payment provisions.
Federal Decree-Law No. 8 of 2017 on Value Added Tax: Regulates VAT obligations and requirements that must be reflected in pricing and payment terms of the sale agreement.
UAE Competition Law (Federal Law No. 4 of 2012): Regulates anti-competitive practices and must be considered when setting pricing and exclusivity terms in sale agreements.
Commercial Agency Law (Federal Law No. 18 of 1981): Relevant if the sales agreement involves distribution or agency relationships within the UAE.
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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