Cancellation Policy for B2B Purchases – Delays, Errors, Revocation & Excel | Word/PDF

Declaration of rescission in B2B sales is a digital template package for Swedish companies that need to document an assessment and a possible notice of rescission of a purchase of goods. You receive separate editable documents for the buyer's rescission in case of delay or defects, the seller's alleged right of rescission in case of payment delay, legal review, and restitution after rescission.

Important: Using a form does not create a right to rescind. Rescission is a specific remedy with different conditions than ordinary termination. The templates apply primarily to sales of goods between companies under the Swedish Sale of Goods Act, not consumer purchases, real estate purchases, or ordinary service agreements. The actual agreement may differ from the non-mandatory rules of the Sale of Goods Act.

When is the product relevant?

The package is suitable for preparing documentation when companies have disputes over late delivery of goods, defective goods, or the buyer's failure to pay and are considering rescission. It helps the user identify the exact party, goods, purchase agreement, legal basis, notice, and restitution of performances. Do not use it as a general termination form.

File by file – document list

File	Content and use	Format
01. Rescission in case of delay	Buyer's notice in case of late or missing delivery of goods	DOCX + PDF
02. Rescission in case of defects in goods	Buyer's notice with defect, complaint, and materiality review	DOCX + PDF
03. Seller's declaration of rescission	Payment delay with special review of possession of the goods	DOCX + PDF
04. Preliminary legal review	Checklist for law, agreement, deadlines, and evidence	DOCX + PDF
05. Restitution protocol	Goods, refund, offset, and follow-up	DOCX + PDF
06. User guide SV	Step-by-step guidance and legal limitations	DOCX + PDF
07. User Guide EN	English instructions for the Swedish templates	DOCX + PDF
08. Rescission register	Excel register with nine tabs and administrative formulas	XLSX

Excel with nine tabs

Dashboard, Purchase, Deviations, Notices, Additional Time, Evidence, Decision, Restitution, and Read Me. The overview shows the number of manually registered cases, notices, decisions, and an administrative difference for the registered purchase price minus the actually refunded amount. It is not a calculation of legal right, interest, damages, or applicable VAT.

Workflow before a rescission notice

1. Check the parties, agreement, and whether the Sale of Goods Act applies or has been excluded/amended.
2. Choose the correct track: buyer's delay situation, defects in the goods, or seller's payment delay.
3. Check materiality, additional time, and notice or complaint deadlines depending on the circumstances.
4. In case of seller's rescission: expressly investigate whether the goods are in the buyer's possession and whether Section 54, last paragraph, prevents rescission.
5. Let a competent person review the factual basis and legal basis before the declaration of rescission is sent.
6. Communicate via the correct channel and preserve evidence. Document any restitution and refund separately.

Legal differences – three different situations

Buyer's rescission in case of delay

The Sale of Goods Act (1990:931), Section 25 deals, among other things, with material breach of contract and a fixed, not unreasonably short, additional time. Specially manufactured goods may affect the right of rescission under Section 26. In case of late delivery of goods, Section 29 may contain requirements for notice within a reasonable time. Contract terms must be checked.

Buyer's rescission in case of defects

Rescission due to defects under Section 39 requires, among other things, materiality and can be affected by complaint, remedy, and replacement under Sections 31–37. Depending on the circumstances, the right of rescission may also be affected by the possibility of returning the goods under Section 66.

Seller's rescission in case of unpaid purchase price

Section 54 contains a particularly important limitation: if the goods have already come into the buyer's possession, the seller may generally only rescind when the right has been reserved or the buyer rejects the goods. An unpaid invoice amount therefore does not always give the right to rescind in itself. Every case requires review.

Restitution and financial reconciliation

If rescission is valid, Sections 64–65 may regulate the return of received performances, interest, and certain benefits/returns. An Excel difference is only a follow-up measure and should not be treated as a completed legal final settlement. Any damage and interest claims may be reviewed separately.

FAQ – Frequently Asked Questions

Is rescission the same as termination of an agreement?

No. A termination often regulates the future cessation of an agreement. Rescission is a specific remedy in case of breach of contract and can result in restitution of performances. Which rules apply depend on the agreement and the type of agreement.

Can the buyer rescind the purchase if the delivery is one day late?

Not automatically. According to Section 25, the conditions of materiality or correct additional time must be met. Special rules may apply to specially manufactured goods. See also the concrete contract terms.

Can the seller rescind after the goods have been delivered and the buyer has not paid?

There is a special limitation in Section 54, last paragraph. If the buyer already has the goods in possession, reserved right of rescission or that the buyer rejects the goods is normally required. Assess the actual case.

Must you complain about a defect before rescission?

The Sale of Goods Act's rules on inspection, complaint, and notice of rescission may be decisive. The exact temporal and material review varies. The form helps you document the dates but does not guarantee that a claim is timely.

Does Excel calculate whether the rescission is legal?

No. Status fields and formulas are purely administrative. Excel cannot determine whether the breach of contract is material, whether additional time is reasonable, or whether the right to rescind exists.

Are English rescission letters included?

No. An English User Guide is included, but the operational templates are Swedish and adapted to Swedish law as a starting point.

Related document templates

Other products are available in Business Agreements – Templates. The package complements documents for breach of contract, complaint, damage claims, and delivery follow-up without replacing these.

Official source, review, and version

Source: Sale of Goods Act (1990:931), Swedish Parliament. Version v1.0 · October 31, 2026 · Jurisdiction Sweden. AI-assisted source review of the product's legal content has been carried out. No external independent legal review, regulatory approval, or guarantee of validity in a specific dispute is claimed.