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General Sales Contract for Malaysia

General Sales Contract Template for Malaysia

A comprehensive legal document governed by Malaysian law that establishes the terms and conditions for the sale of goods between parties. This contract incorporates key provisions from the Malaysian Sale of Goods Act 1957 and Contracts Act 1950, defining essential elements such as product specifications, pricing, delivery terms, warranties, and risk transfer. The document is structured to provide clear obligations and rights for both parties while ensuring compliance with Malaysian commercial law requirements, including consumer protection provisions where applicable. It includes necessary provisions for both domestic and international trade considerations within the Malaysian legal framework.

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What is a General Sales Contract?

The General Sales Contract serves as a fundamental legal instrument for commercial transactions in Malaysia, providing a structured framework for the sale and purchase of goods between parties. This document is essential for businesses engaged in both domestic and international trade, ensuring compliance with Malaysian legislation including the Sale of Goods Act 1957, Contracts Act 1950, and Consumer Protection Act 1999 where applicable. It is designed to clearly articulate the rights and obligations of both parties, covering crucial aspects such as product specifications, pricing, delivery terms, warranties, and risk allocation. The contract can be customized for various industries and transaction types, from simple retail sales to complex international trade arrangements, while maintaining its enforceability under Malaysian law. Whether used for B2B or B2C transactions, this General Sales Contract provides the necessary legal protection and clarity for all parties involved in the sale of goods.

What sections should be included in a General Sales Contract?

1. Parties: Identifies and provides full details of the seller and buyer, including registration numbers and addresses

2. Background: Contextual information explaining the purpose of the agreement and relationship between the parties

3. Definitions and Interpretation: Defines key terms used throughout the agreement and sets out rules of interpretation

4. Sale and Purchase: Core transaction terms including description of goods, quantity, and basic obligations

5. Price and Payment: Purchase price, payment terms, method of payment, and any applicable taxes

6. Delivery: Delivery terms, timing, location, and transfer of risk

7. Title and Risk: When and how title passes to the buyer and allocation of risk

8. Quality and Description: Quality standards, specifications, and warranties regarding the goods

9. Inspection and Acceptance: Process for inspecting goods and accepting or rejecting delivery

10. Warranties and Representations: Standard warranties about the goods and capacity to enter agreement

11. Termination: Circumstances allowing termination and consequences of termination

12. Force Majeure: Events excusing performance and procedures during force majeure

13. Governing Law and Jurisdiction: Specifies Malaysian law as governing law and jurisdiction for disputes

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

What sections are optional to include in a General Sales Contract?

1. International Shipping Terms: Include when goods are being shipped internationally, incorporating Incoterms

2. Product Support: Include when ongoing support or maintenance is required for the goods

3. Intellectual Property: Include when the sale involves software, branded goods, or IP licenses

4. Insurance: Include when specific insurance requirements need to be maintained by either party

5. Confidentiality: Include when sensitive information will be shared during the transaction

6. Competition and Territory Restrictions: Include when there are restrictions on resale or territorial limitations

7. Return Policy: Include for retail sales or when specific return terms are needed

8. Training and Documentation: Include when the goods require special training or documentation for use

What schedules should be included in a General Sales Contract?

1. Schedule 1 - Product Specifications: Detailed technical specifications and requirements for the goods

2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, including any volume discounts or price adjustment mechanisms

3. Schedule 3 - Delivery Schedule: Detailed delivery timelines and locations if multiple deliveries are involved

4. Schedule 4 - Quality Standards: Specific quality standards, testing procedures, and acceptance criteria

5. Schedule 5 - Warranty Terms: Detailed warranty terms, claim procedures, and exclusions

6. Appendix A - Form of Purchase Order: Standard form for placing orders under the agreement

7. Appendix B - Technical Documentation: Product manuals, safety instructions, and technical specifications

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

Jurisdiction

Malaysia

Publisher

Genie AI

Document Type

Sale Agreement

Cost

Free to use
Relevant legal definitions







































Clauses






























Relevant Industries

Retail

Manufacturing

Wholesale Trade

Consumer Goods

Electronics

Automotive

Industrial Equipment

Textiles

Food and Beverage

Construction Materials

Agriculture

Pharmaceuticals

Technology

Home and Garden

Fashion and Apparel

Relevant Teams

Legal

Sales

Procurement

Commercial

Operations

Compliance

Supply Chain

Finance

Business Development

Contract Administration

International Trade

Risk Management

Relevant Roles

Legal Counsel

Commercial Director

Sales Manager

Procurement Manager

Contract Administrator

Business Development Manager

Supply Chain Manager

Operations Manager

Chief Commercial Officer

Compliance Officer

Trade Finance Manager

Import/Export Manager

Retail Manager

Purchasing Officer

Sales Director

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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