Terms & Conditions
It is crucial to have in place well-drafted terms and conditions (T&Cs) – whether you are an established business or just starting up.
Your T&Cs should be appropriate for your particular business. It might be tempting to adapt a third party's T&Cs but that is not recommended. Spending a little time and money on getting your T&Cs right from the outset helps your business transactions to run more smoothly. It could also save you and your business a substantial amount of money in future by helping you to avoid disputes.
What do T&Cs cover?
T&Cs normally deal with some or all of the following:
- a description of the parties;
- the price;
- a definition of what is being ordered/delivered – including the quality and quantity required;
- delivery details (where and when etc.);
- when and how payment is to be made;
- how returns can be effected (if appropriate);
- the payment of interest in the event of late payment;
- whether any warranties are provided;
- termination provisions;
- what happens if a dispute arises; and
- which law applies to the contract.
Day-to-day use of T&Cs
Once drafted and agreed, you can treat your T&CS as your "standard" T&Cs: but don’t leave them in the office drawer. Make sure you give a copy to your customers with every order. Make it clear in your paperwork that the T&Cs apply to your provision of goods/services and are incorporated into your contract. You might, for example, consider printing your T&Cs on the back of your purchase orders and draw attention to their inclusion on the face of the order.
We can advise you on your internal contracting processes, for example, to ensure that your T&Cs are clearly incorporated into your trading contracts where appropriate.
Remember that most businesses, particularly those involved in selling goods and services, will prefer to trade on the basis of their own T&Cs. Your contracts team should therefore look out for other businesses trying to impose their T&Cs on you. In such circumstances, it is important to be clear which terms are included in the contract.
Regularly review your T&Cs to ensure they are up to date
Your business arrangements, your business structure and the law are constantly evolving. Your T&Cs should be kept up to date with the latest law and reflect the current way you trade.
We can draft and implement new T&Cs or carry out reviews to update T&Cs as necessary to accommodate your business and legal needs.
To determine whether your T&Cs need a review, consider the following questions:
- Do your T&Cs comply with current legal requirements and recent changes to the law (for example, distance selling, consumer protection legislation and data protection legislation)?
- Are they tailored to your specific business needs?
- Do they include robust drafting to minimise the likelihood of disputes arising?
- Do they protect your business by giving appropriate means of redress from third parties in breach of contract?
- Do they reflect any recent changes in your business structure or procedures?
Our Contract Review Service
If it has been a while since your T&Cs were drafted, we recommend our Contract Review Service. As part of this service, we will:
- review your business needs;
- address any particular issues that have arisen with clients or customers (including complaints and disputes);
- advise on how best to avoid or reduce such issues with appropriate amendments to your T&Cs;
- provide guidance on your contracting processes.
Business arrangements that are complex and/or involve a high value, require a bespoke set of terms to cover the legal aspects of the deal. In such cases, it is prudent to prepare and enter into a negotiated commercial contract.
Click here to read more about how we can help you prepare a bespoke commercial contract.