As-Is Bill of Sale
State of [State]
County of [County]
The Parties: [Seller’s name] having their usual place of living at [Address], [City], [State] [ZIP Code](the "Seller"), hereby sells, grants, and conveys to [Buyer’s name] having their usual place of living at [Address], [City], [State] [ZIP Code] (the "Buyer") all of the Seller’s rights, title, and interest in the property as described herein (the "Property").
Total price: The Buyer agrees to pay the Seller $[Total price] for [Property description].
The Seller affirms legal ownership of the described Property and assures that it is free of any liens, security agreements, encumbrances, claims, demands, or charges.
The described Property is sold "as-is" without any warranties, express or implied, as to the condition of such Property. By accepting this Bill of Sale, the Property is acknowledged by the Buyer to have been personally inspected, and it is accepted in "as-is" condition. The Buyer is fully responsible for the Property after the transfer of the Property from the Seller to the Buyer.
This Bill of Sale shall be effective as to the transfer of all the Property listed in it as of [Effective Date].
IN WITNESS WHEREOF, this Bill of Sale is executed on [Effective Date](the "Effective Date").
The Seller
Name: [Seller’s name]
Date: [Effective Date]
The Buyer
Name: [Buyer’s name]
Date: [Effective Date]
Party 1
________________
Signature
Date: ________________
Party 2
________________
Signature
Date: ________________
What Is a As-Is Bill of Sale?
An As-Is Bill of Sale in the United States documents the sale and delivery of an asset, identifying the parties, the item and the consideration.
Under UCC Section 2-316, a seller may disclaim implied warranties of merchantability and fitness for a particular purpose through conspicuous language. To disclaim the warranty of merchantability, the disclaimer must mention "merchantability" and be conspicuous (typically in bold, capital letters, or a larger font). To disclaim the warranty of fitness for a particular purpose, the disclaimer must be in writing and conspicuous. The phrase "as is" or "with all faults" is recognized under UCC Section 2-316(3)(a) as sufficient to exclude all implied warranties when it is made clear to the buyer that the entire risk of quality is with the buyer.
Despite the as-is language, sellers are not absolved of all responsibility. The duty to disclose known material defects persists in many jurisdictions under common law fraud and concealment doctrines. If a seller actively conceals a known defect or makes affirmative misrepresentations about the item's condition, the as-is disclaimer will not protect them from liability. Courts have consistently held that as-is clauses do not shield sellers from claims of fraud, as established in cases such as Prudential Insurance Co. v. Jefferson Associates, 896 S.W.2d 156 (Tex. 1995).
When Do You Need a As-Is Bill of Sale?
A private individual is selling a used vehicle to another individual and wants to make clear that no warranty is provided regarding the car's mechanical condition, mileage accuracy, or fitness for any purpose. A seller is disposing of used equipment, machinery, or electronics that may have unknown defects and wants to transfer all risk to the buyer.
An estate executor or administrator is selling personal property from a deceased person's estate and cannot make representations about the condition of items they may not have personally used or inspected. A business is liquidating surplus inventory, returned merchandise, or refurbished goods that may not meet original manufacturing specifications.
A landlord is selling appliances, furniture, or fixtures that are being removed from a rental property and sold in their current used condition without testing or refurbishment. A collector is selling vintage items, antiques, or collectibles where the condition is part of the item's character and valuation, and no guarantees about functionality are appropriate.
A person selling items through an online marketplace, garage sale, or classified advertisement wants a written record of the transaction that explicitly disclaims all warranties to prevent post-sale disputes about the item's condition.
What to Include in Your As-Is Bill of Sale
The seller's and buyer's full legal names, addresses, and contact information must be clearly stated. For vehicle sales, the buyer's driver's license number may be required by state DMV regulations for title transfer purposes.
The property description must be specific enough to identify the item being sold without ambiguity. For vehicles, this includes the year, make, model, VIN, odometer reading, color, and license plate number. For other personal property, include the brand, model number, serial number, physical description, and any distinguishing characteristics.
The as-is disclaimer must be conspicuous and unambiguous. Under UCC Section 2-316, the disclaimer should state in bold or capital letters that the property is sold "AS IS, WHERE IS, WITH ALL FAULTS" and that the seller makes no warranties, express or implied, including warranties of merchantability or fitness for a particular purpose. The buyer must acknowledge that they have inspected the property or had the opportunity to inspect it and accept it in its present condition.
The purchase price and payment method must be stated, including whether payment is by cash, check, certified funds, or other method. If a deposit or installment payment arrangement is used, the terms should be specified. The date and location of the sale must be recorded.
A condition disclosure section, while not legally required in all as-is sales, is advisable. The seller should disclose any known material defects, damage, or issues with the property. For vehicle sales, many states require odometer disclosure statements under the Federal Odometer Act (49 U.S.C. Section 32705) regardless of warranty status.
Both parties must sign and date the document. A notary acknowledgment may be required or advisable for higher-value transactions. Copies should be provided to both parties, and for vehicles, the signed bill of sale should accompany the title transfer application at the DMV.
Cite this page
Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). As-Is Bill of Sale (United States) [Legal document template]. Forms Legal. https://forms-legal.com/usa/personal/bills-of-sale/bill-of-sale-as-is
"As-Is Bill of Sale (United States)." Forms Legal, 2026, https://forms-legal.com/usa/personal/bills-of-sale/bill-of-sale-as-is.
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title = {As-Is Bill of Sale (United States)},
year = {2026},
howpublished = {\url{https://forms-legal.com/usa/personal/bills-of-sale/bill-of-sale-as-is}},
note = {Free legal document template. Based on Uniform Commercial Code (UCC §2)}
}Also available for these jurisdictions:
Frequently Asked Questions
An as-is bill of sale means the buyer accepts the property in its present condition with no warranty from the seller about quality, performance, or hidden defects, so the buyer takes on the risk of any problems found after the sale. The document records that the sale is final on these terms and that the buyer is not relying on promises about the item's condition. Under Article 2 of the Uniform Commercial Code, conspicuous as-is language disclaims the implied warranties of merchantability and fitness for a particular purpose in private sales. For the buyer, this makes a thorough inspection before purchase essential, since recourse for ordinary defects is limited once the sale closes. The as-is bill of sale should describe the item, state the price and date, and clearly include the as-is term. Because the buyer assumes the risk, an honest, detailed description of the property's condition benefits both parties.
An as-is sale does not protect the seller from all liability, because the as-is clause disclaims warranties but does not shield a seller who commits fraud. Under Article 2 of the Uniform Commercial Code, conspicuous as-is language disclaims the implied warranties of merchantability and fitness for a particular purpose, which covers ordinary defects the buyer later discovers. The disclaimer does not cover active concealment of a known defect, false statements about the item, or failure to disclose a hazard the law requires the seller to reveal. A buyer who can show the seller knowingly hid a serious problem may still bring a fraud or misrepresentation claim despite the as-is term. Some states also limit as-is disclaimers for certain consumer goods or by dealers. For these reasons, the safest course for a seller is to describe the item's condition honestly and avoid any statement that could be read as a misrepresentation.
An as-is bill of sale should include the full names and addresses of the buyer and seller, a detailed description of the property, the purchase price, the date of sale, the conspicuous as-is term, and both signatures. The description should identify the item precisely, with serial numbers, model, year, or other distinguishing details, and should honestly note any known defects or wear. Stating the as-is term clearly, ideally in plain language and set off so it stands out, helps satisfy the Uniform Commercial Code requirement that the disclaimer be conspicuous. The document may also confirm that the buyer inspected the item and is not relying on any representation about its condition. Because the buyer accepts the risk of defects, accuracy in the description protects the seller from later fraud claims and gives the buyer a clear record of what was purchased and on what terms.
A buyer generally cannot return an item bought as-is for ordinary defects, because the as-is term means the sale is final and the buyer accepted the property in its current condition without warranties. The implied warranties of merchantability and fitness for a particular purpose are disclaimed under the Uniform Commercial Code when as-is language is conspicuous, so the buyer's discovery of a normal flaw after the sale does not create a right to return or refund. The exception is when the seller committed fraud, such as concealing a known major defect or lying about the item, in which case the buyer may seek to rescind the sale or recover damages despite the as-is term. Some consumer protection laws also create narrow return rights for specific products or sellers. Because returns are otherwise barred, the buyer should inspect the item carefully before completing an as-is purchase.
An as-is bill of sale is enforceable in court when the as-is term is conspicuous and the disclaimer complies with the Uniform Commercial Code, which courts apply to disclaim the implied warranties of merchantability and fitness for a particular purpose in private sales. Judges enforce the parties' agreement that the buyer accepted the property in its existing condition, so a buyer suing over an ordinary defect typically cannot recover. Enforceability has limits: courts will not enforce the disclaimer to excuse fraud, active concealment, or misrepresentation by the seller, and some states restrict as-is disclaimers in consumer transactions or by dealers. The document carries the most weight when it clearly identifies the property, states the price and date, sets out the as-is term prominently, and bears both signatures. Because a vague or buried disclaimer may not be considered conspicuous, drafting the as-is clause clearly improves its enforceability.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
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