Your business is up and running and it’s time to start selling.
It is useful to be aware of the main issues to be considered when putting together terms and conditions of sale. Whilst we have assumed for the purposes of this article that you are selling goods, a number of the key considerations would apply to a business selling services.
If you can provide answers to the following (non- exhaustive!), those answers will go a considerable way to help your commercial contracts solicitor advising you on your terms and conditions:
- What is the nature of the goods sold?
- Be clear on pricing.
- What is the profile of your customers?
- Are the goods being sold overseas as well as in the UK?
- Have there been any disputes or other practical problems relating to the supply of the goods?
- Do you have adequate insurance relating to the supply of the goods?
- Do your competitors use standard terms? If so, what approach do they take?
Consider excluding or restricting your liability in respect of the following: negligence; causing other types of loss; breach of statutory implied terms; breach of contract; misrepresentation; and product liability. Bear in mind the ‘reasonableness test’ in business to business sales and the ‘reasonableness test’ and ‘unfairness test’ in consumer sales.
With regard to delivery, be clear about where the goods are to be delivered; when the goods are to be delivered e.g. specify that time of delivery is not of the essence and consider expressing the delivery date as estimated only; and who bears the delivery costs. Also give some thought to the buyer’s failure to accept delivery and any damage in transit.
Timing is important. Ensure that the terms and conditions are printed clearly and in full and set out in pre-contract documentation, such as quotation forms; brochures and catalogues; acknowledgement or confirmation of order forms; and delivery notes and that they are accepted by the buyer. Terms and Conditions introduced after the contract is in place will not be valid.
Whilst we have not been able to cover everything you need to consider when preparing your terms and conditions of sale, hopefully this article will give you a taster of the types of things you need to include. Remember also that once in use, terms and conditions should be periodically reviewed. The Morisons Business Team can help you with this process.
For further information please contact:
Tel: 0141 332 5666.< Back