Free Furniture Store Contract

This Furniture Sales Contract (“Contract”) is entered into on this day, [Month Day, Year] , by and between [Your Company Name], a duly organized and existing furniture store under the laws of [State], located at [Your Company Address] (“Seller”), and [Your Partner Company Name], with its principal place of business at [Your Partner Company Address] (“Buyer”). Together, the Seller and Buyer shall be referred to as the “Parties.”

WHEREAS, the Seller is engaged in the business of designing, manufacturing, and selling quality furniture items;

WHEREAS, the Buyer desires to purchase certain furniture items for its use or resale as outlined below;

WHEREAS, the Parties wish to enter into this Contract to define the terms and conditions governing the sale and purchase of these goods;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties agree as follows:

I. Description of Goods

The Seller agrees to sell, and the Buyer agrees to purchase, the following furniture items:

1. Quality and Condition: The goods will be in new and undamaged condition, conforming to the agreed specifications and will be delivered free from defects.

2. Customizations and Special Orders: If the Buyer requests customizations or special orders, additional costs, delivery timelines, and terms will be detailed in a separate written agreement signed by both Parties.

II. Purchase Price and Payment Terms

1. Purchase Price: The total purchase price for the goods listed is fifty thousand dollars ($50,000), which is inclusive of applicable taxes and fees, unless otherwise stated.

2. Payment Terms:

   • Initial Deposit: The Buyer shall pay a non-refundable deposit of fifty percent (50%) upon the execution of this Agreement.

   • Final Payment: The remaining balance of twenty five thousand dollars ($25,000) is due upon the delivery of the goods, or within twenty (20) days of delivery, whichever occurs first.

   • Late Payment Penalty: If the Buyer fails to make payment by the due date, a penalty of ten percent (10%) of the outstanding balance will accrue for each month or part thereof that the payment remains unpaid.

3. Payment Method: Payments shall be made via Cash and the Seller reserves the right to withhold delivery if payment is not received by the due date.

III. Delivery and Shipping

1. Delivery Date: The Seller agrees to deliver the goods on or before [Month Day, Year]. Delivery is contingent upon availability and logistics coordination.

2. Shipping Costs: The Buyer shall bear all costs related to the shipping and handling of the goods unless otherwise specified in writing.

3. Transfer of Risk: The risk of loss or damage to the goods will pass to the Buyer at the moment the goods are delivered to the Buyer’s specified location or picked up by the Buyer at the Seller's premises.

4. Delays: Any delays in delivery due to force majeure events such as acts of God, strikes, transportation disruptions, or other unforeseen circumstances shall not be considered a breach of this Contract, and the Seller will inform the Buyer of any delays.

IV. Inspection and Acceptance

1. Inspection Period: The Buyer is responsible for inspecting the delivered goods within five (5) business days of receipt. During this period, the Buyer may notify the Seller in writing of any defects or non-conforming goods.

2. Acceptance: If the Buyer fails to notify the Seller of any defects within the inspection period, the goods shall be deemed accepted and in full conformity with the terms of this Contract.

3. Returns and Replacements: If a defect or non-conformity is confirmed within the inspection period, the Seller shall replace or repair the defective goods at no additional cost to the Buyer. Goods returned without prior approval from the Seller will not be accepted.

V. Warranty

1. Limited Warranty: The Seller warrants that the goods sold under this Contract will be free from defects in materials and workmanship for a period of five (5) months from the date of delivery.

2. Exclusions from Warranty: The warranty does not apply to defects resulting from modifications or repairs made by the Buyer or third parties without prior written consent from the Seller.

3. Remedy: In case of defects covered by the warranty, the Seller’s sole obligation will be to repair or replace the defective goods, or provide a refund, at its discretion.

VI. Termination

1. Termination for Cause: Either Party may terminate this Contract upon written notice if the other Party breaches any material term and fails to remedy the breach within ten (10) days after receiving written notice.

2. Termination without Cause: If the Buyer terminates this Contract without cause, the Seller is entitled to retain the deposit and claim payment for any goods already manufactured or prepared for shipment.

3. Effects of Termination: Upon termination, all goods delivered or in transit remain payable under the terms set forth in this Agreement.

VII. Limitation of Liability

1. No Liability for Indirect Damages: The Seller shall not be liable for any indirect, incidental, consequential, or punitive damages, including lost profits, arising from or related to this Agreement, even if advised of the possibility of such damages.

2. Cap on Liability: The Seller's maximum liability under this Agreement, regardless of the nature of the claim, shall not exceed the amount paid by the Buyer for the goods in question.

VIII. Dispute Resolution

1. Negotiation and Mediation: In the event of any dispute, the Parties agree to first attempt to resolve the matter through amicable negotiations. If a resolution cannot be reached, the dispute will be referred to mediation.

2. Arbitration: If mediation fails, the dispute shall be settled by binding arbitration in accordance with the rules of the State's Arbitration.

3. Governing Law: This Contract shall be governed by the laws of [State], and any litigation arising from this Contract shall be brought before the courts of [State].

IX. Entire Agreement

1. Integration: This Contract, along with all attached exhibits, constitutes the entire understanding between the Parties and supersedes all prior discussions, agreements, or understandings between them.

2. Amendments: No changes or modifications to this Contract shall be valid unless made in writing and signed by both Parties.

X. Miscellaneous Provisions

1. Force Majeure: Neither Party shall be held liable for failure or delay in performing its obligations under this Contract due to circumstances beyond its control, including but not limited to natural disasters, acts of war, strikes, or governmental actions.

2. Assignment: Neither Party may assign or transfer its rights and obligations under this Contract without the prior written consent of the other Party.

3. Severability: If any provision of this Contract is found to be invalid or unenforceable, the remainder of the Contract shall continue in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Contract as of the date first written above.

Seller:

[Your Name]

[Job Title]

[Your Company Name]

[Month Day, Year]

Buyer:

[Name]

[Job Title]

[Your Partner Company Name]

[Month Day, Year]

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