Warehousing Agreement

Free Warehousing Agreement Template

Use this free template as a starting point for an agreement between a warehouse operator and a customer storing goods. Copy and customise it to suit the type of goods, storage duration, and your jurisdiction.

WAREHOUSING AGREEMENT

Date: [Date of agreement]

Warehouse Operator: [Full legal name], a company incorporated in [Jurisdiction] with registered address at [Address] (the "Operator")

Customer: [Full legal name], a company incorporated in [Jurisdiction] with registered address at [Address] (the "Customer")

Background

A. The Operator operates warehousing facilities and provides storage services for commercial goods.

B. The Customer wishes to store goods with the Operator and use related warehousing services.

C. The Parties wish to record the terms on which the Operator will accept and hold the Customer's goods.

1. Services

The Operator shall provide the following services (the "Services") in respect of the Customer's goods:

• Storage of the goods in the Operator's warehouse located at [Address] (the "Warehouse")
• Receipt and inventory recording of goods on inbound delivery
• Inventory management, including stock counts and reporting
• Pick, pack, and dispatch of goods on the Customer's instructions
• [Optional services: temperature control, value-added services such as labelling and kitting, customs bonded storage]

Out-of-scope services may be added by separate written agreement or change order.

2. Description of Goods

• Description: [Description of the goods to be stored]
• Estimated quantity / volume: [Pallets / m² / m³ / weight]
• Special handling: [Fragile / Hazardous (DG class) / Temperature-controlled / High value / None]
• Customer warrants that no prohibited or restricted goods will be tendered for storage without prior written disclosure and the Operator's written consent.

3. Fees and Payment

• Storage fee: [Currency and rate, e.g. per pallet per week / per m² per month]
• Handling fees: inbound at [Rate per unit / pallet], outbound at [Rate per unit / pallet]
• Other charges: [labelling, kitting, returns processing, ad hoc work] charged at [Rate or "agreed in advance"]
• Minimum monthly charge: [Currency and amount] (if applicable)
• Invoicing: [Monthly in arrears / Other]
• Payment terms: [Net 30] days from invoice date
• Late payment: interest at [statutory rate / contractual rate] applies to overdue sums

4. Receipt of Goods

• The Customer (or its carrier) shall deliver goods to the Warehouse during the Operator's normal hours (Monday to Friday, [hours], excluding public holidays), or by prior arrangement.
• Each inbound delivery shall be accompanied by a packing list and any other documentation reasonably required.
• The Operator shall check the goods on a visual external basis for obvious damage or shortage and shall note any visible discrepancies on the receipt. The Operator's receipt evidences quantity received but does not warrant condition, contents, or value of sealed packages.

5. Inventory and Stock Records

• The Operator shall maintain accurate inventory records and shall provide the Customer with periodic stock reports as agreed (typically monthly).
• The Operator and the Customer shall conduct a physical stock count at least [once per year] or on reasonable notice from the Customer.
• Discrepancies identified during a count shall be investigated promptly and reconciled within [30 days].

6. Title and Risk

• Title to the goods remains with the Customer at all times. The Operator is a bailee of the goods and acquires no proprietary interest in them.
• Risk in the goods remains with the Customer save where loss or damage is caused by the Operator's negligence, breach of this Agreement, or wilful misconduct.

7. Operator's Liability and Insurance

• The Operator shall hold property insurance covering goods stored against the standard insured perils. The Customer remains responsible for arranging additional cargo or goods insurance at the values the Customer considers appropriate.
• The Operator's liability for loss or damage to goods is limited to [Currency and amount per kilogram / per pallet / per shipment / a fixed cap], save for loss or damage caused by the Operator's gross negligence, wilful misconduct, or fraud.
• The Operator's liability for loss or damage is excluded for:
  • Inherent vice or natural deterioration of the goods
  • Improper packaging by the Customer
  • Pre-existing damage not noted by the Customer at receipt
  • Force majeure events
• All claims must be notified to the Operator in writing within [14 days] of the Customer becoming aware (or reasonably should have become aware) of the loss or damage.

8. Outbound Despatch

• The Operator shall release goods only on the Customer's written instruction (or to a person authorised in writing by the Customer).
• The Operator may refuse despatch where payment for outstanding invoices is more than [30 days] overdue, after giving notice and an opportunity to cure.
• The Operator has a general lien on goods in its possession for unpaid storage and handling charges, subject to applicable law.

9. Health and Safety

• The Customer warrants that the goods are properly packaged for handling and storage and shall provide all necessary safety data sheets and handling instructions.
• The Operator shall comply with all applicable health and safety legislation in respect of the Warehouse.

10. Term and Termination

• This Agreement runs for an initial term of [12 months] and renews automatically for successive [12-month] periods unless terminated by either Party with [60 days'] written notice before the end of the then-current term.
• Either Party may terminate immediately for material breach not remedied within [30 days] of written notice, or for insolvency of the other Party.
• On termination, the Customer shall remove all goods within [30 days] of termination. Goods not collected may be subject to ongoing storage charges or, after written notice, may be sold to satisfy unpaid charges, in accordance with applicable warehousekeepers' lien legislation.

11. Confidentiality

Each Party shall keep confidential any non-public information of the other Party received in connection with this Agreement, except for disclosure to professional advisors, as required by law, or with prior written consent.

12. Governing Law and Jurisdiction

This Agreement is governed by the laws of [Jurisdiction] and the Parties submit to the exclusive jurisdiction of the courts of [Jurisdiction]. Standard trading conditions of the [UKWA / FIATA / applicable national warehousing association] are incorporated by reference except to the extent they conflict with this Agreement.

Signatures:

For and on behalf of the Operator:

_ Date: _ [Name], [Position]

For and on behalf of the Customer:

_ Date: _ [Name], [Position]

This is a basic template provided for informational purposes. For a professionally generated and legally tailored document, use Bind's contract automation platform.