Instant & handshake
Handshake Sale of Goods
A seller agrees to sell described goods to a buyer for a stated price and delivery date. Title passes when the seller is paid in full; for goods whose ownership is registered, a separate title record may follow.
Recital
The words each party hears or reads before consenting. Bracketed names are the fields below.
I, [party_a], agree to sell these goods to [party_b]: [goods].
The price is [amount_minor] minor units of [currency] (cents for USD, millionths for USDC), paid by [party_b] directly to me.
I will deliver the goods by [delivery_date].
I have the right to sell the goods, and I know of no claim or charge against them that I have not disclosed.
Title to the goods passes to [party_b] when I receive payment in full. Where ownership of the goods is registered, a separate title record may follow, and I will help complete it.
Any dispute is settled under the attached clauses.
I intend to be bound by these terms, and I give this consent on [date].
The date is filled when consent is recorded; [date] is not one of the fields.
Fields
| Field | Label | Type | Limits |
|---|
party_a | Seller | Party | — |
party_b | Buyer | Party | — |
goods | The goods | Text | up to 280 characters |
amount_minor | Price (minor units) (entered in minor units: cents for USD, millionths for USDC) | Amount | at least 1 |
currency | Currency | Text | one of USD, USDC |
delivery_date | Deliver by | Date | — |
Clauses
[party_a] (the seller) sells and [party_b] (the buyer) buys the goods described as [goods] for [amount_minor] in minor units of [currency], paid by the buyer directly to the seller. In this clause, minor units means cents for USD and millionths of one USDC for USDC. The seller will deliver the goods by [delivery_date]. The seller states that it has the right to sell the goods and that they are free of any security interest, lien or other claim that it did not disclose to the buyer before the buyer consented. Title to the goods passes from the seller to the buyer when the seller receives the price in full. Risk of loss passes to the buyer on delivery. Where ownership of the goods is shown in a register, certificate or other title record (for example a vehicle, a vessel or a registered digital asset), this agreement does not itself change that record: a separate title record may follow, and the parties will promptly complete any transfer that record requires once the price is paid. UnyKorn LLC is not a party to the sale, does not hold the goods or the price, and takes no share of it.
This agreement is governed by the law of the jurisdiction selected for it when the parties consent, chosen from the jurisdictions listed for this template, without regard to that jurisdiction's conflict-of-laws rules. Where the selected jurisdiction is the United Arab Emirates, the governing law is the law of the Dubai International Financial Centre (DIFC). If no jurisdiction is selected, the law of the State of Wyoming applies.
Any dispute arising out of or relating to this agreement, including its formation, is finally resolved by confidential arbitration before a single arbitrator, seated in the jurisdiction whose law governs this agreement; where the selected jurisdiction is the United Arab Emirates, the seat is the Dubai International Financial Centre (DIFC). The arbitration follows rules the parties agree in writing or, failing agreement within 30 days of a written notice of dispute, the UNCITRAL Arbitration Rules. The language of the arbitration is English. Judgment on the award may be entered in any court with jurisdiction. Either party may ask a court for urgent interim relief to protect confidential information or preserve the status quo pending the arbitration.
Jurisdiction notes
The regime notes from the Legal-X jurisdiction dossiers, for each jurisdiction this template is written for.
Wyoming USWYDigital-asset property & DAO entitiesState law cannot override federal securities or banking law.
Delaware & Federal USDECorporate law + federal securitiesSecurities status turns on the facts of each offering — the ledger does not change it.
New York USNYCommercial law + DFS supervisionDoing virtual-currency business with New York residents needs a licence.
United Kingdom GBCommon-law property recognitionProperty status is settled; regulated activity is still FCA territory.
