Sample of Business Contract between Two Parties

When two parties come together to engage in a business transaction, it is important to have a written agreement that outlines the terms and conditions of their relationship. This document is known as a business contract and serves as the basis for the parties’ understanding of the transaction. In this article, we will provide a sample of a business contract between two parties and discuss the key elements that should be included.


The introduction of the business contract should identify the parties involved, their respective business names, and the purpose of the contract. For example:

This Business Contract (“Contract”) is made this [insert date] by and between [insert name of party 1] (“Party 1”) and [insert name of party 2] (“Party 2”) (collectively referred to as the “Parties”) for the purpose of [insert purpose of the contract].

Scope of Work

The scope of work should clearly identify the products or services that are being provided by each party. This should include a detailed description of what each party will deliver and the timeline for delivery. For example:

Party 1 agrees to provide [insert products or services] to Party 2 within [insert timeline]. Party 2 agrees to pay Party 1 in exchange for the products or services provided.

Payment Terms

The payment terms should outline when payments are due, how they will be made, and the consequences of late payments. For example:

Party 2 agrees to pay Party 1 [insert amount] within [insert payment terms]. Late payments will incur a [insert late fee or interest rate] charge.

Intellectual Property

If either party is providing intellectual property such as trademarks, copyrights, or patents, it should be clearly identified in the contract. The contract should also outline how the intellectual property can be used by the other party. For example:

Party 1 confirms that it is the owner of the [insert intellectual property] and grants Party 2 a limited, non-exclusive license to use the intellectual property in connection with the delivery of the products or services provided.


If the parties will be sharing confidential information such as trade secrets, customer lists, or financial information, it should be clearly outlined in the contract. The contract should also outline the consequences of disclosing confidential information. For example:

Both parties agree to keep all confidential information disclosed during the course of this Contract confidential and not to disclose it to any third party. Any breach of this provision will result in irreparable harm to the non-breaching party.

Dispute Resolution

In the event of a dispute, the contract should outline the steps the parties will take to resolve the dispute. This can include mediation or arbitration. For example:

In the event of any dispute arising out of or relating to this Contract, the Parties agree to first attempt to resolve the dispute through mediation. If mediation is unsuccessful, the dispute will be resolved through arbitration conducted in accordance with the rules of the [insert governing body].


A business contract between two parties is an important document that outlines the terms and conditions of their relationship. The sample contract outlined above includes key elements that should be included in any business contract. By having a clear and comprehensive contract, both parties can enter into the transaction with confidence and minimize the risk of disputes arising.