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Consignment Agreement Form

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CONSIGNMENT AGREEMENT

This Consignment Agreement (the "Agreement") is entered into as of by and between Consignor Name: and Consignee Name: .

WHEREAS

WHEREAS, Consignor is the lawful owner of certain goods described below and desires to consign such goods to Consignee for sale on the terms set forth in this Agreement; and

WHEREAS, Consignee operates a place of business and has experience selling goods of the type described, and agrees to accept possession of the goods on consignment and to use commercially reasonable efforts to sell the goods in accordance with this Agreement; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the consigned goods.

PARTIES' CONTACT INFORMATION

DESCRIPTION OF CONSIGNED GOODS / SCOPE OF WORK

Consignor hereby delivers to Consignee, on consignment, the items described in the inventory schedule below (the "Goods"). Consignee shall accept, store, display, and attempt to sell the Goods in accordance with the terms of this Agreement.

PAYMENT TERMS

Commission to Consignee: Consignee shall retain a commission equal to of the net sale proceeds of each sold item, unless otherwise agreed in writing.

Net sale proceeds shall mean the gross sale price less sales taxes actually collected, mandatory fees, shipping costs paid by Consignee, and any agreed-upon discounts. Payment of net proceeds to Consignor shall be made within days after the date of sale, together with an itemized statement identifying the sold items, sale prices, and deductions.

Late payments shall accrue interest at the rate of on overdue amounts, or the maximum rate permitted by applicable law, whichever is less.

Responsibility for sales tax, shipping charges, and other transactional fees: Consignee collects and remits applicable sales taxes and may deduct such taxes from gross proceeds unless the parties agree otherwise in writing. Consignor acknowledges responsibility for taxes to the extent required by law.

TERM AND TERMINATION

Term: The initial term of this Agreement begins on and ends on , unless earlier terminated as provided below.

Either party may terminate this Agreement without cause upon days' prior written notice to the other party. Upon termination, Consignee shall return any unsold Goods to Consignor within days at Consignor's expense unless otherwise agreed.

TITLE, RISK OF LOSS, AND INSURANCE

Title to the Goods shall remain with Consignor at all times. Risk of loss or damage to the Goods while in Consignee's possession shall be borne by . Consignee shall maintain insurance covering the Goods while in its custody in an amount adequate to cover the reasonable retail value of the Goods and shall provide proof of such insurance upon request.

REPRESENTATIONS, WARRANTIES, AND COVENANTS

Consignor represents and warrants that it is the lawful owner of the Goods, has full authority to consign the Goods, that the Goods are free and clear of liens and encumbrances, and that sale of the Goods by Consignee will not violate the rights of any third party. Consignee represents that it will handle and present the Goods in a professional manner and will comply with all applicable laws in the handling and sale of the Goods.

CONFIDENTIALITY

Each party shall maintain in confidence all non-public business information received from the other party in connection with this Agreement, including pricing, customer lists, and sales data, and shall not disclose such information to third parties except as required by law or as necessary to perform under this Agreement. This obligation shall survive termination of this Agreement for a period of three (3) years.

INDEMNIFICATION

Each party (the "Indemnifying Party") shall defend, indemnify, and hold harmless the other party from and against any claims, losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of the Indemnifying Party's breach of this Agreement, negligence, willful misconduct, or violation of applicable law.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. Any dispute arising out of or related to this Agreement shall be resolved by binding arbitration administered in the agreed jurisdiction unless the parties agree in writing to litigious resolution.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. Neither party may assign this Agreement without the other party's prior written consent, except that Consignee may engage subcontractors for customary retail services without such consent.

Consignor:

By:

Date:

Consignee:

By:

Date:

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What the Consignment Agreement Form Is

A Consignment Agreement Form is a written contract between a consignor (owner of goods) and a consignee (agent or seller) that sets terms for holding, displaying, selling, and remitting proceeds for goods left in the consignee’s possession. The form defines the parties, description of consigned items, pricing or commission structure, duration of consignment, responsibility for loss or damage, insurance and storage obligations, and procedures for unsold goods. It documents rights and remedies, helps avoid disputes, and creates a record used for payment, inventory control, and legal compliance.

Why a Clear Consignment Agreement Matters

A concise, signed Consignment Agreement clarifies responsibilities, reduces dispute risk, and preserves evidence of the parties’ intent and payment terms under state contract law and ESIGN/UETA standards.

Why a Clear Consignment Agreement Matters

Who Typically Uses a Consignment Agreement

Use the form whenever ownership, sales split, and return procedures must be documented in writing to protect both consignor and consignee.

  • Independent sellers and artisans placing goods in retail shops or galleries for sale on consignment.
  • Retailers and specialty stores accepting merchandise but not purchasing inventory up front.
  • Logistics or auction houses handling sales where consignor retains ownership until sale.

Essential Sections to Include in a Professional Form

A complete Consignment Agreement Form groups contract terms into clear sections so each party understands obligations, financial flows, timelines, and remedies. Use plain language and include exhibits for detailed inventories.

Parties

Full legal names, business type, and contact details for consignor and consignee to ensure enforceability and correct service of notices.

Inventory Description

Itemized list or incorporated exhibit with serial numbers, quantities, condition, and retail prices to avoid later disputes over what was consigned.

Term & Termination

Start and end dates, automatic extensions if any, and procedures for early termination and return of unsold goods.

Pricing & Payments

Sale price, consignee commission or fee structure, remittance schedule, accounting statements, and deductibles for damages or shrinkage.

Risk Allocation

Who bears loss, theft, or damage; insurance requirements; and indemnities for third-party claims.

Legal Clauses

Governing law, dispute resolution, assignment restrictions, confidentiality, representations and warranties, and signature blocks.

Step-by-Step: Completing the Consignment Agreement

Follow these sequential steps to prepare, review, sign, and store the consignment agreement so both parties have a clear, enforceable record.

  • 01
    Prepare Document: Populate names, inventory, pricing, term, and notices before review.
  • 02
    Review Terms: Have each party verify inventory, pricing, insurance, and termination clauses.
  • 03
    Sign and Date: Obtain signatures from authorized representatives and include dates.
  • 04
    Distribute Copies: Share signed copies and retain originals per retention policy.

Where to Send or File the Signed Form

Consignment agreements are usually private contracts; final copies should be delivered to each party and retained according to company policy or legal requirements.

  • Consignor Records: Keep an original signed copy in the consignor’s contract file or records management system.
  • Consignee Records: Consignee should retain a signed copy and attach the inventory exhibit to operational records.
  • Accounting: Provide accounting and receivable teams with signed agreements for accurate commission calculations and tax reporting.
  • Optional Filings: If a security interest is taken, file a UCC-1 financing statement per jurisdiction requirements.

Digital Signing and eSubmission Overview

Use an eSignature provider that supports ESIGN/UETA compliance, audit trails, and secure storage; include consumer disclosures when required.

  • Authentication: Email, SMS code, or stronger identity verification as appropriate.
  • Audit Trail: Timestamp, IP, and action log for proof of execution.
  • File Formats: PDF, DOCX accepted; preserve signed PDF/A or equivalent.

How to Customize an Online Consignment Workflow

Configure a digital workflow to collect inventory details, signatures, and payment instructions with clear routing and notifications.

Field Configuration
Inventory Exhibit Attach as PDF exhibit and map fields for SKU, qty, condition.
Signature Sequence Set signing order: consignor first, consignee second.
Notifications Email alerts for signature completion and payment remittance.
Retention Automatically store signed PDF and audit trail.

How a Consignment Agreement Differs from Similar Documents

Compare consignment agreements to related forms to choose the right template; the table highlights key functional differences in plain terms.

Criteria Consignment Agreement Bill of Sale
Ownership Transfer retained until sale immediate transfer
Payment Trigger on sale on transfer
Inventory Control exhibit required receipt may suffice
Use Case retail consignment immediate purchase

eSignature Vendor Pricing Snapshot for Signing Consignment Agreements

Compare common vendor pricing and capabilities relevant to signing and storing consignment agreements; signNow is listed first per comparative convention.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Timing Considerations and Key Dates

Track effective dates, payment remittance windows, and return deadlines so accounting and inventory teams can reconcile sales and commissions on time.

Effective Date Format:

Use MM/DD/YYYY consistently

Payment Remittance:

Specify net days (e.g., Net 30) for payment to consignor

Inventory Return Window:

Define days to return unsold goods after termination

Accounting Cutoff:

Set cutoffs for monthly reconciliation

Tax Reporting:

Provide records to accountants before Form deadlines

Common Mistakes to Avoid When Preparing the Form

  • Failing to describe items clearly, which leads to disputes over condition or ownership when goods are returned or sold.
  • Leaving payment timing vague, resulting in late remittances or arguments about commission calculations and allowable deductions.
  • Not specifying insurance or risk allocation, leaving one party exposed to loss, theft, or liability claims.
  • Using inconsistent names or signatory authority for businesses, which can make enforcement or payment collection difficult.

Risks and Potential Consequences of an Improper Form

Contract Disputes: Litigation risk
Tax Exposure: Incorrect reporting
Loss Liability: Uninsured loss
Payment Delays: Late remittances
Breach Claims: Indemnity costs
Enforceability: Invalid signatures

Required Data Elements to Capture

Consignor: Full legal name
Consignee: Full legal name
Item Details: SKU/serial/qty
Price/Commission: Percent or amount
Term Dates: Start and end
Signatures: Signed and dated

Real-World Consignment Examples

Example scenarios show how the form is adapted for different value levels and industries.

Case Study 1

A local gallery lists handcrafted furniture on consignment with itemized exhibits and a 40% commission

  • The consignee insured items and remitted sales monthly
  • The clear exhibit and payment schedule prevented disputes and sped seller payouts by reducing reconciliation time.

Case Study 2

An electronics reseller accepted high-value items and required proof of ownership plus serial numbers

  • The agreement included strict insurance requirements and inventory reconciliation
  • When an item was damaged in transit, the contract’s insurance clause simplified recovery and prevented litigation.

Frequently Asked Questions About the Consignment Agreement Form

Answers to common execution, legal, and operational questions when using a Consignment Agreement Form.


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