Free Wholesale Deposit Proforma Invoice Template & Generator

A deposit proforma is what a buyer's accounts payable team pays against before anything has been produced. It has to show case packs and unit counts rather than SKU totals, the discount tier the order actually qualified for, the freight figure that will move between booking and pickup, and above all the base the deposit percentage was taken on. Forty percent of net goods and forty percent of the landed total are not the same wire.

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Use-case checklist

What to include in a wholesale deposit proforma invoice

A wholesale deposit buys a production slot, so money moves before the buyer has a single case to inspect. If the document does not say what the forty percent was calculated on, the buyer wires against goods while you booked against the total, and the shortfall surfaces the week the line was meant to run. Case packs cause the same trouble in receiving: a buyer who reads 60 as 60 units instead of 60 cases of twelve takes in 720 jars and starts a claim. And because freight is an estimate at booking, a balance written as a fixed dollar figure rather than as the final total less the deposit received will be wrong the moment the carrier requotes the lane.

  • seller, buyer, order reference, and proforma number
  • SKU, case pack, quantity, and unit price
  • discount, freight, currency, and expected total
  • deposit, balance, availability, and ship window
  • validity, payment conditions, and proforma status

Example starting lines

DescriptionQtyRate
Wholesale product cases40$125
Production setup1$450
Freight estimate1$380

Complete it cleanly

List products, case packs, quantities, price, discount, freight, currency, production or allocation window, deposit percentage, balance timing, availability, validity, and preliminary status.

How to make a wholesale deposit proforma invoice in 6 steps

  1. Open the proforma invoice generator

    Start from this page so the proforma invoice opens with fields and sample lines already set up for wholesalers, importers, and B2B product sellers. No account is needed to create or preview.

  2. Enter both parties

    Add your business name, address and contact details, then the customer name and address exactly as they should appear on the record.

  3. Add the wholesale deposit lines

    Replace each sample line with the real work or goods. Make sure the document shows seller, buyer, order reference, and proforma number, SKU, case pack, quantity, and unit price, discount, freight, currency, and expected total.

  4. Check the figures

    Totals calculate as you type. Confirm quantities, rates, any tax line and the final total against your own records before you send anything.

  5. Set the reference and dates

    Give the proforma invoice a unique number and the correct date so it can be traced later and matched to related documents.

  6. Review and download the PDF

    List products, case packs, quantities, price, discount, freight, currency, production or allocation window, deposit percentage, balance timing, availability, validity, and preliminary status. Preview is free; a PDF download costs $4.99, or is included with Unlimited.

Worked example

A 125-case pre-season order with the deposit taken on goods, not freight

Tidewater Provisions Co. in Portland, ME issues a proforma to Grange & Larkin Markets in Columbus, OH on June 14, 2026 for a pre-season allocation. The deposit holds a September production slot; nothing is made until it clears.

TW-101 Sea Salt Caramel, 12 jars per case, 40 cases at $38.40
$1,536.00
TW-208 Maple Pecan, 12 jars per case, 60 cases at $41.00
$2,460.00
TW-330 Holiday Gift Tin, 6 tins per case, 25 cases at $66.00
$1,650.00
Goods subtotal, 125 cases, 1,350 selling units
$5,646.00
Pre-season allocation discount, 5% at 100 cases or more
-$282.30
Net goods, FOB Portland ME
$5,363.70
LTL freight to Columbus OH, prepaid and added, estimated at booking and reconciled on the final invoice
$418.00
Sales tax, shown here as none charged against a resale certificate on file, reference RC-2419 (illustrative); whether a certificate covers a given sale, and what makes one valid, differs by state, so confirm yours
$0.00
Expected order total, proforma PF-TW-2026-0614, valid 10 business days
$5,781.70
Deposit to hold the September production slot, 40% of net goods with freight excluded from the base
$2,145.48

Write the balance as "final invoice total less deposit received," which here is $3,636.22 against the estimate. Fix it as a dollar figure instead and a $90.00 freight requote or a short-shipped SKU leaves the two sides reconciling to different numbers.

When this document is the right choice

Use this proforma invoice to show an expected transaction before a final invoice exists. A proforma invoice is a preliminary commercial document, not a final tax invoice or proof that payment is due. Replace it with the final invoice when the transaction is confirmed.

Frequently asked questions

Is the deposit taken on the goods or on the total including freight?

Pick one and print the base on the line. The example takes 40% of the $5,363.70 net goods, which is $2,145.48, so the freight rides entirely in the balance. Taking 40% of the $5,781.70 total instead would be $2,312.68 and would shift $167.20 forward. The money is the same across the order but your exposure is not, because freight is the part you commit to a carrier for and the part most likely to move before pickup.

The buyer wants to cut from 125 cases to 90 after the deposit cleared.

Recompute from the top rather than editing the total, because 90 cases may fall out of the 5% tier that required 100. Reissue the proforma under a new number with the revised case counts, the discount recalculated or removed, and a fresh freight estimate for the lighter pallet. Then deduct the $2,145.48 you actually received, in full, rather than recomputing 40% of the smaller order, which is what quietly keeps the buyer's over-deposit on your side of the ledger.

The buyer reads case pack wrong and thinks 60 means 60 jars. How do I stop that?

Put both numbers on the line. The example reads "12 jars per case, 60 cases at $41.00" and carries a subtotal line stating 125 cases and 1,350 selling units, so receiving can count either way and reach the same place. Repeat the case count on the packing list and the bill of lading. A buyer who expected 60 jars and received 720 will not treat it as a reading error, they will treat it as an overshipment claim.

Do I charge sales tax on a wholesale order like this?

Treat the example as an illustration rather than a ruling. It shows no tax charged and records the reason on the tax line itself, naming the resale certificate and its reference so the claimed basis sits on the same page as the order. Whether a certificate actually covers a given sale, what makes one valid, how long you have to keep it, and what happens when it lapses are state questions, and getting them wrong lands on you rather than on the buyer. Have your accountant confirm your obligations before you make any of this your default for out-of-state accounts.

The buyer's AP system only pays net 30 against an invoice. How do we get a deposit through it?

Make the proforma the thing AP can act on. Label it a deposit request, show the $2,145.48 and the $5,363.70 net goods figure it was taken on, carry their PO number if one exists, and put remit-to and wire details on the face of it. Then state the consequence in one line: the September production slot is held from the date funds clear, not from the date somebody says a check is coming. Add that the final invoice will show the deposit as a deduction, because nothing stalls an AP team faster than wondering whether they are being asked to pay for the same goods twice.