Terms & Conditions

What are Terms & Conditions?  Basis on which contract is made  Can be written or verbal  B2B / B2C

Pros  One size does not fit all  Need to be bespoke  Need to be well drafted  Enable you to run your business better

Why have them in writing?  Uncertainty in verbal agreements  Cover key issues  Avoid ambiguity  Improve business practices  Protect you  Minimise disputes

 Services  Goods  Both  Describe your product/services:  Pictures  Samples  Narrative  Drawings Identify what your business does

 By when  To where/whom  International/domestic  Time of the essence Delivery

Quality/Warranties  Express - Implied  UCTA  What is expected?  What do you think you are responsible for?  Insurance

Risk & Title  Separate ownership – separate responsibility  Retention of Title

Charges  How much – by when?  Remedies if not paid?

IPR/Confidentiality  Who owns what?  Who can reuse what?  Limits on confidence

Limitations on Liability  Not just financial caps  Exclude consequential loss  What can’t you do?  What won’t you do?  Whose performance do you depend on?  Limitations on products/services generally

Effective Incorporation  Change – battle of performance  Invoice too late

Summary  Key is well drafted  Bespoke  Manage risk  Your protection  You know your business

Thank You