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27 May 2014

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The Importance of Being Earnest….

Posted by: Gill Gange

For many businesses standard terms and conditions are given a low priority and more often are only reviewed in the event of a dispute, by which time it may well be too late to protect yourself.

Commonly staff issue quotations or orders using terms which may be out of date, unsuited to business realities or products being sold, or simply a mish-mash of competitors’ terms.

Well drafted terms and conditions are the building blocks for any organisation. Here are a few good reasons why:

  • They cover key issues: when it comes to terms one size doesn’t fit all. You may see various offers to buy “ready-made” terms but you may only think about commercial aspects to the sale e.g. price and specification. However other issues include warranty exclusions, limiting other liability and intellectual property rights, which involve complex legal principles.
  • They avoid ambiguity: if terms set out when and how goods will be delivered, paid for, and guaranteed then this will avoid misunderstanding and manage customer expectations, leading to happy customers.
  • They can improve business practices: by way of an example many organisations look to incorporate what are known as retention of title (RoT) clauses in their terms meaning they retain ownership of the goods until they are paid for notwithstanding delivery has been made. Few non-lawyers will be aware of the complexities in enforcing a RoT, and may be extending lines of credit to their customers on the mistaken belief they can rely on the RoT to get the goods back if they aren’t paid for.
  • They can protect you and minimise disputes: if your customer is acting in breach of your terms e.g. they fail to pay, unambiguous wording will be much easier to enforce. Similarly it is less likely a customer is going to take you to court for breach of contract if your obligations are clear.

It is equally important that proper contract procedures are followed: failure to do so may in fact mean you are not able to rely on your own terms. After a contract is made, a “battle of the forms” can ensue where parties exchange quotations, purchase orders and receipts all of which are sent with their own terms and conditions. If you don’t understand the process you may lose this battle and end up trading on different terms, substituted by a savvy purchaser, which are likely to be more onerous than your own.

At Glaisyers we have a team of specialist contract lawyers who will, after discussion with you as to what your business does and how it does it, prepare a bespoke set of terms and conditions and guide you through their implementation, which will be a solid foundation for each future sale.

For a fixed fee quotation please contact Julian Bond on 0161 832 4666 of email [email protected]

 

 

 

 

 

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Gill Gange - Business Development and Marketing Manager

To discuss how glaiysers can assist you contact Gill Gange on [email protected] or via 0161 832 4666.

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