Consignment Agreement

CONSIGNMENT AGREEMENT

THIS AGREEMENT is made on [Date],
BETWEEN:
[Consignor Name], of [Consignor Address] (“Consignor”)
AND
[Consignee Name], of [Consignee Address] (“Consignee”).

BACKGROUND

WHEREAS, Consignor owns certain goods and desires to consign them to Consignee for the purpose of sale;
AND WHEREAS, Consignee agrees to accept such goods on consignment and to sell them on behalf of Consignor under the terms set forth in this Agreement.

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

1. DEFINITIONS

1.1 “Goods” means the items described in Schedule A attached hereto or as otherwise agreed in writing by the parties.

2. CONSIGNMENT OF GOODS

2.1 Consignor hereby consigns the Goods to Consignee, and Consignee accepts the Goods solely for the purpose of sale on behalf of Consignor.

2.2 Title to the Goods remains with Consignor until such Goods are sold by Consignee.

3. TERM

3.1 This Agreement shall commence on [Effective Date] and continue until [End Date] or until terminated in accordance with Section 10.

4. SALE OF GOODS

4.1 Consignee shall use commercially reasonable efforts to sell the Goods at the price(s) set forth in Schedule A or as otherwise agreed in writing.

4.2 All sales shall be made in the name of Consignee as agent for Consignor.

5. PAYMENT AND COMMISSION

5.1 Consignee shall be entitled to a commission of [Commission Percentage]% of the gross sale price of each Good sold.

5.2 Within [Number] days after the end of each month, Consignee shall provide Consignor with a statement of sales and remit payment for the net proceeds (gross sales less commission and any agreed deductions) for Goods sold during the preceding month.

6. RISK OF LOSS AND INSURANCE

6.1 Consignee shall be responsible for the risk of loss or damage to the Goods while in Consignee’s possession.

6.2 Consignee shall maintain adequate insurance coverage for the full value of the consigned Goods.

7. UNSOLD GOODS

7.1 Goods not sold within [Number] days/months from delivery may, at Consignor’s option, be:

• Returned to Consignor at Consignee’s expense, or
• Subject to further instructions from Consignor.

8. RECORDS AND INSPECTION

8.1 Consignee shall keep accurate records of all sales and inventory of Goods.

8.2 Consignor may inspect Consignee’s records and the Goods during normal business hours upon reasonable notice.

9. WARRANTIES

9.1 Consignor warrants that it has good title to the Goods and that the Goods are free from all liens and encumbrances.

9.2 Consignee makes no warranty as to the sale of the Goods except as expressly set forth herein.

10. TERMINATION

10.1 Either party may terminate this Agreement at any time upon [Notice Period Days] days’ written notice to the other party.

10.2 Upon termination, Consignee shall promptly return all unsold Goods to Consignor at Consignee’s expense and pay all amounts due for Goods sold.

11. INDEPENDENT CONTRACTOR

11.1 The relationship between the parties is that of independent contractors. Nothing in this Agreement shall be construed as creating a partnership, joint venture, or employment relationship.

12. NOTICES

12.1 Any notice required under this Agreement shall be in writing and delivered to the addresses stated above (or as updated by written notice) by hand, email, or registered mail.

13. GOVERNING LAW

13.1 This Agreement shall be governed by and construed in accordance with the laws of [Governing Law State/Country].

14. ENTIRE AGREEMENT

14.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and representations.

14.2 Any amendments must be in writing and signed by both parties.

15. SEVERABILITY

15.1 If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

16. COUNTERPARTS

16.1 This Agreement may be executed in counterparts, each of which shall be deemed an original.

Disclaimer

This document is a template and may not be suitable for all situations. The parties should consult with legal counsel before signing this agreement.

SIGNATURES

IN WITNESS WHEREOF, the parties have executed this Consignment Agreement as of the date first written above.

Consignor:
Name: __________________________
Signature: _______________________
Date: ___________________________

Consignee:
Name: __________________________
Signature: _______________________
Date: ___________________________

Schedule A – Description of Consigned Goods