Standard Terms & Conditions (T&C’s) are the legal basis on which you deal with your customers and clients. It is therefore of the utmost importance that businesses consider drafting such a document prior to the inception.
T&C’s will set out what the business does, the services it provides to its customers and also for professional services, what is expected in return from clients and customers. T&C’s will also include clauses which seek to restrict the liability of the business should certain events happen. A business should seek to send out to its customers on each occasion a copy of its T&C’s so that each customer or client is aware of the terms under which the service is being provided and also what the business will or will not be held liable for.
T&C’s will not necessarily mean that other contracts will not be required. For example a printing company may have standard T&C’s which cover the generic work it does for its customers, but if the practice was asked to undertake a specific task, such as printing 10,000 t-shirts for an event, it may want the customer to enter into a specific contract due to the unusual nature of the request. T&C’s are there to create certainty in the generic business which you undertake for customers or clients. They are also created to ensure that you are legally covered in relation to intellectual property and disclaimers of liability which therefore creates legal certainties for the business to allow it to conduct its business in the knowledge that it can either claim for breaches made against it or defend a claim based on the disclaimers set out in the T&C’s.
T&C’s create certainty for the business and also certainty for the customers. Whilst it is probably correct that most customers ignore T&C’s, the fact that customers know that such a document exists ensures that they know that the business is fully protected and that they have to deal with you on your terms. The certainty created for the business is the knowledge that you are fully protected by the document and that for each new transaction you do not have to remember which terms need to be included. Standard T&C’s ensure that all terms are included. It also creates further certainty when you have staff, as you can ensure that all staff are aware about what is contained within the document and furthermore that they make sure that the document is sent or given to all new customers. As a business owner, you will therefore have some comfort knowing that all your staff need to do is remember to provide the document to the customer.
Standard T&C’s create legal certainty and also help with compliance with regulatory regimes. Businesses are increasingly concerned with being sued for breach of contract or negligence. T&C’s can never ensure that you do not receive legal claims. However, they can help restrict claims being made against the business and also put the business in a better position to defend any claims made against it. Most businesses now have regulatory regimes that they have to be compliant with. Health & Safety, Data Protection and the Provision of Services Regulations are but a few of these regimes. T&C’s can help ensure that businesses are compliant with these and other regulatory regimes and help to ensure that regulatory fines to not arise.
There are a number of online services which produce T&C’s for different businesses. These tend to be generic and are certainly not tailored to particular businesses or the needs of particular businesses. A decision needs to be taken early on as to whether a bespoke document will be better and more suitable for the business and if so a specialist solicitor should be instructed to ensure that all your needs and requirements are met.
All business owners must remember, whether the T&C’s are generic or bespoke, that the reason for having such a document is that “Prevention is better than cure”.
Words By Benjamin Posener, Managing Partner at FPG Solicitors