Examples of Sales Agreement with Warranties: 3 Practical Examples You Can Actually Use

Most people’s first mental picture of a sales agreement with warranties is a classic B2B equipment deal: one company buys a physical asset (like a CNC machine or delivery truck) from another. These transactions are where you’ll see some of the best examples of sales agreement with warranties: 3 practical examples can easily start from this scenario and then be adapted.

In a typical equipment sale between two businesses, warranties usually cover:

• Title and ownership – The seller promises it actually owns the equipment and can transfer good, marketable title, free of liens.
• Conformance to specs – The equipment will conform to the specs, drawings, or data sheets attached to the agreement.
• Performance for a defined period – The machine will operate in line with the manufacturer’s published performance standards for, say, 12 months from delivery.
• No hidden defects – The seller states it is not aware of defects that would materially impact normal use.

Here’s a simplified, realistic clause you might see:

Limited Equipment Warranty. Seller warrants that, for a period of twelve (12) months from the date of delivery (the “Warranty Period”), the Equipment will (a) be free from defects in material and workmanship under normal use, and (b) conform in all material respects to the specifications set forth in Exhibit A. Seller further warrants that it has good and marketable title to the Equipment, free and clear of all liens and encumbrances.

Notice what’s going on here:

• The Warranty Period is nailed down.
• The promise is limited to defects and conformance to written specs.
• Title warranty is bundled into the same section.

In the stronger examples of sales agreement with warranties, 3 practical examples will also show the exclusive remedies section that sits right after this clause:

Exclusive Remedy. Buyer’s sole and exclusive remedy for breach of the foregoing warranty shall be, at Seller’s option, repair or replacement of the nonconforming Equipment, or refund of the purchase price upon return of the Equipment.

From a negotiation standpoint in 2024–2025, buyers are pushing harder for:

• On-site repair obligations, including response times.
• Extended warranties for high-value assets (3–5 years instead of 1 year).
• Pass-through of manufacturer warranties when the seller is a reseller.

Sellers, on the other hand, are laser-focused on:

• Tight disclaimers of implied warranties (more on that below).
• Clear limitations of liability, capping exposure to the purchase price.

If you want to go deeper into how warranty law works in the background of these deals in the U.S., the Uniform Commercial Code (UCC) is the backbone. Cornell Law School’s Legal Information Institute has a readable overview of UCC Article 2 on sales: https://www.law.cornell.edu/ucc/2.

Example 2: Software/SaaS sales agreement with performance warranties

Software and SaaS contracts are where warranty language has changed the most in the last five years. As more deals move to subscription models, lawyers have had to rethink the best examples of sales agreement with warranties: 3 practical examples often start with an equipment-style template and then get rewritten for uptime, data security, and support.

In a modern SaaS agreement, warranties usually include:

• Service availability – Often tied to a service level agreement (SLA), such as 99.9% uptime.
• Conformance to documentation – The software will perform materially in accordance with the published documentation.
• Security and data protection – Compliance with defined security standards or frameworks.
• No malware or backdoors – A representation that the code doesn’t intentionally contain harmful code.

A realistic clause might look like this:

Service Warranty. During the Subscription Term, Provider warrants that the Services will perform in all material respects in accordance with the Documentation and will be provided in a professional and workmanlike manner. Provider further warrants that it will implement and maintain reasonable administrative, physical, and technical safeguards designed to protect Customer Data against unauthorized access, use, or disclosure.

And paired with an SLA-style warranty:

Availability. Provider will make the Services available at least 99.9% of the time in each calendar month, excluding Permitted Downtime as defined in Exhibit B (the “Availability Commitment”). Customer’s sole and exclusive remedy for Provider’s failure to meet the Availability Commitment is the service credits set forth in Exhibit B.

Here, the examples of sales agreement with warranties: 3 practical examples pattern is clear:

• A performance warranty (conformance to docs).
• A security warranty (safeguards for data).
• A service-level warranty (uptime), with service credits as the remedy.

In 2024–2025, buyers are also pushing for:

• Explicit warranties around open-source license compliance.
• Warranties that the software doesn’t infringe third-party IP.
• Stronger data breach notification language, aligned with regulations like the FTC’s data security guidance (see: https://www.ftc.gov/business-guidance/resources/protecting-personal-information-guide-business).

SaaS vendors usually push back by:

• Narrowing warranties to “material” nonconformance.
• Excluding beta features and third-party integrations.
• Capping remedies at re-performance or fee credits.

If you’re comparing examples of sales agreement with warranties, this is the category where the gap between “what the sales deck promises” and “what the contract actually says” is usually the widest. Always read the warranty and disclaimer sections together.

Example 3: Online consumer goods sale with statutory warranties

Our third scenario moves from B2B to consumer. Think of an online retailer selling electronics to individuals in the U.S. This is where statutory consumer protection laws sit on top of whatever the contract says, and where real examples of sales agreement with warranties get complicated fast.

A typical consumer-facing terms of sale might include:

• A limited manufacturer’s warranty (e.g., one year parts and labor).
• A retailer’s 30-day return window for defects.
• Disclaimers of implied warranties where allowed by state law.

You might see language like this:

Limited Product Warranty. New Products sold through the Site are covered by the applicable manufacturer’s written warranty, if any. Except as expressly stated in this Agreement or required by applicable law, Seller makes no independent warranty with respect to the Products. To the maximum extent permitted by law, Seller disclaims all implied warranties, including the implied warranties of merchantability and fitness for a particular purpose.

Then, for returns:

Defective Products. If a Product is defective upon delivery, Customer must notify Seller within thirty (30) days of delivery. Seller will, at its option and subject to verification of the defect, (a) replace the Product, or (b) refund the purchase price upon return of the Product.

In the U.S., these consumer examples of sales agreement with warranties are heavily shaped by:

• The Magnuson–Moss Warranty Act, which regulates written warranties on consumer products. The Federal Trade Commission has a solid explainer: https://www.ftc.gov/business-guidance/resources/businesspersons-guide-federal-warranty-law.
• State lemon laws and implied warranty rules, which can limit how far a seller can go in disclaiming warranties.

If you’re operating an online store, this third of our best examples of sales agreement with warranties: 3 practical examples should remind you that your website terms, checkout disclosures, and any “lifetime warranty” marketing claims all need to line up. Regulators look at the whole picture, not just the fine print.

Six more concrete warranty clause examples you can borrow

To make these examples of sales agreement with warranties truly practical, here are additional clause patterns you’ll see over and over again in real contracts. You can mix and match them with the three main scenarios above.

1. “As-is” sale of used equipment

Used machinery and vehicles are often sold with almost no warranty. A realistic clause:

As-Is Sale. Buyer acknowledges that it has inspected the Equipment and accepts the Equipment “AS IS” and “WITH ALL FAULTS.” Seller makes no warranties, express or implied, with respect to the Equipment, including any implied warranties of merchantability or fitness for a particular purpose.

This is a textbook example of sales agreement with warranties used to remove warranties. In many U.S. states, this is enforceable in a B2B context if it’s conspicuous and clear.

2. Extended warranty / service plan add-on

Retailers often upsell an extended protection plan. The contract language might say:

Extended Protection Plan. For an additional fee, Seller will provide repair or replacement coverage for covered Products for a period of three (3) years from the date of purchase, subject to the exclusions and limitations set forth in this Plan. This Extended Protection Plan is in addition to, and does not limit, any rights Customer may have under the manufacturer’s warranty or applicable law.

Here, the example of a sales agreement with warranties shows how you can stack warranties: manufacturer warranty + extended plan + statutory rights.

3. Fitness for a particular purpose (when you actually agree to it)

Most sellers try to disclaim this implied warranty, but sometimes a buyer insists on it because they’re relying on the seller’s expertise:

Fitness Warranty. Seller acknowledges that Buyer is relying on Seller’s skill and judgment to select Products suitable for Buyer’s specified use as described in Exhibit C. Seller warrants that the Products will be fit for such particular purpose.

This is one of the more aggressive examples of sales agreement with warranties, because it opens the door to claims if the product doesn’t work in the buyer’s real-world environment.

4. No infringement warranty (IP-heavy products)

In software, media, and branded goods, this one is standard:

Non-Infringement. Seller warrants that the Products and Buyer’s use of the Products as permitted under this Agreement will not infringe or misappropriate any third party’s intellectual property rights.

Paired with an IP indemnity, this is a powerful protection for the buyer.

5. Warranty conditioned on proper use and maintenance

Sellers often narrow their risk by tying the warranty to how the product is used:

Conditions. This warranty applies only if the Product is (a) installed, used, and maintained in accordance with Seller’s written instructions, and (b) not modified or repaired by anyone other than Seller or its authorized service providers.

This example of a sales agreement with warranties shows how you can control misuse and limit claims stemming from improper installation.

6. Survival of warranties after closing

In M&A-style asset sales or large equipment deals, parties fight over how long warranties survive:

Survival. The representations and warranties set forth in Sections 4.1 (Organization), 4.2 (Authority), and 4.3 (Title to Assets) shall survive the Closing for a period of eighteen (18) months. All other representations and warranties shall terminate at Closing.

This is a more advanced example, but it highlights a key point: even when the sales agreement closes, some warranties can live on for a negotiated period.

How to choose the right warranty structure for your deal

Looking across these examples of sales agreement with warranties: 3 practical examples and six additional clause patterns, a few practical themes emerge:

• Match the warranty to the price and risk. High-dollar equipment or mission-critical software usually justifies longer and stronger warranties. Low-margin commodity goods often rely on manufacturer warranties only.
• Align warranties with your business model. A SaaS provider can offer uptime credits more easily than full refunds. A used equipment dealer might fairly insist on “as-is” sales but offer inspection rights.
• Know what the law already gives you. In many U.S. states, implied warranties of merchantability and fitness apply by default unless clearly disclaimed. The U.S. Small Business Administration has a helpful overview of contracts and warranties for small businesses: https://www.sba.gov/business-guide/manage-your-business/prepare-business-contracts.
• Be explicit about remedies. The best examples of sales agreement with warranties tie each warranty to a specific remedy: repair, replacement, refund, or service credits. Vague promises are where disputes start.

When you compare real examples of sales agreement with warranties, the pattern is less about fancy legal language and more about clarity: what exactly is being promised, for how long, under what conditions, and what happens if the promise is broken.

FAQ: Examples of sales agreement with warranties

Q1. What is a simple example of a sales agreement with warranties for a small business?
A small retailer selling new appliances might use a short agreement stating that the seller warrants the product will be free from defects in materials and workmanship for 12 months, with the buyer’s sole remedy being repair or replacement. It might also state that, beyond that limited warranty and any manufacturer warranty, all other warranties are disclaimed to the extent allowed by law.

Q2. Do all sales agreements need written warranties?
No. Some deals, especially used equipment or liquidation sales, are done entirely “as-is.” However, under U.S. law, implied warranties can arise automatically unless they’re clearly disclaimed. That’s why even minimal examples of sales agreement with warranties usually include at least a disclaimer section.

Q3. Can I copy an online example of a sales agreement with warranties and just change the names?
You can use real examples as a starting point, but copying blindly is risky. Warranty law varies by state and country, and what works for a software company might be completely wrong for a medical device distributor. Treat examples of sales agreement with warranties as templates for thinking, not plug-and-play legal advice.

Q4. What’s the difference between express and implied warranties in these examples?
Express warranties are the ones spelled out in the contract (e.g., “12-month warranty against defects”). Implied warranties are created by law, like the implied warranty of merchantability. Many of the examples of sales agreement with warranties above show sellers explicitly disclaiming implied warranties to narrow their exposure.

Q5. When should I get a lawyer involved?
Any time the deal value is significant for your business, or the product has safety, regulatory, or IP risk, it’s worth having a lawyer review your warranties. Even the best examples of sales agreement with warranties: 3 practical examples can’t account for your specific jurisdiction, industry regulations, or negotiation leverage.

Bottom line: Use these real-world examples of sales agreement with warranties as a checklist. If your draft doesn’t clearly address what’s being promised, for how long, under what conditions, and with what remedies, you’re not done yet.