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Wholesale Contract for the United Kingdom

Wholesale Contract Template for England and Wales

A Wholesale Contract under English and Welsh law is a comprehensive legal agreement governing the bulk sale and purchase of goods between a supplier and buyer. It establishes the terms for pricing, delivery, quality standards, and payment arrangements while ensuring compliance with relevant commercial legislation including the Sale of Goods Act 1979 and related regulations. The agreement typically includes provisions for minimum order quantities, territory restrictions, and quality control measures.

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Wholesale Contract

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What is a Wholesale Contract?

A Wholesale Contract is essential for businesses engaged in bulk trading relationships, providing a robust legal framework under English and Welsh law. This agreement type is particularly crucial when establishing ongoing supply arrangements, setting out clear terms for ordering, delivery, quality standards, and payment. The contract ensures compliance with key legislation while protecting both parties' interests through clear risk allocation and performance standards. It's particularly valuable for businesses requiring regular bulk purchases or those establishing distribution networks.

What sections should be included in a Wholesale Contract?

1. Parties: Details of the wholesale supplier and buyer

2. Background: Context of the agreement and business relationship

3. Definitions: Key terms used throughout the agreement

4. Supply Terms: Core obligations regarding supply of goods

5. Pricing and Payment: Price structure, payment terms, and invoicing

6. Delivery: Delivery terms, timeframes, and logistics

7. Quality and Returns: Quality standards and returns process

8. Term and Termination: Duration and termination provisions

What sections are optional to include in a Wholesale Contract?

1. Minimum Purchase Commitments: Used when requiring minimum order quantities or volume-based arrangements

2. Territory Restrictions: Geographical limitations on sales, used when territory-specific rights are granted

3. Marketing and Promotion: Requirements for product marketing when specific promotional obligations exist

4. Insurance Requirements: Specific insurance obligations for high-value or high-risk products

What schedules should be included in a Wholesale Contract?

1. Product Schedule: Detailed list of products covered by the agreement

2. Price List: Comprehensive pricing information

3. Service Level Agreement: Specific performance metrics and standards

4. Quality Standards: Detailed quality specifications

5. Territory Schedule: Detailed description of authorized sales territories

Authors

Alex Denne

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

Jurisdiction

England and Wales

Cost

Free to use
Relevant legal definitions




























Clauses


































Industries

Sale of Goods Act 1979: Primary legislation governing contracts for sale of goods, including quality standards, fitness for purpose, title, and implied terms and conditions

Supply of Goods and Services Act 1982: Legislation applicable when services are provided alongside goods in wholesale contracts

Unfair Contract Terms Act 1977: Regulates exclusion clauses and determines which terms can or cannot be excluded, applying a reasonableness test

Consumer Rights Act 2015: While primarily B2C focused, relevant for wholesale contracts where end users might be consumers, setting standards for quality and fitness

Late Payment of Commercial Debts (Interest) Act 1998: Governs payment terms and interest calculations in commercial contracts

UN Convention on Contracts for International Sale of Goods (CISG): International trade law framework (noting UK is not a signatory, but relevant for international trading partners)

Competition Act 1998: Ensures compliance with competition law and prevents anti-competitive practices in wholesale agreements

Modern Slavery Act 2015: Requires consideration of supply chain compliance and modern slavery prevention measures

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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