Tag: business

Terms and Conditions

The importance of good Terms and Conditions

Written terms and conditions protect your business, and enable two parties (e.g. customer and supplier, or joint venture partners) to understand their rights, duties and responsibilities in relation to a business deal. Well drafted terms and conditions should provide complete clarity for both parties on what should happen in a given situation, and avoid uncertainty and misunderstandings which can lead to unnecessary dispute.

You should consider including the following provisions when preparing terms and conditions for your business:

• A clear definition of the products, services or digital content to be provided

• Payment terms (including the right to charge interest for late payment)

• Delivery timeframes

• Guarantees or warranties

• Setting out what happens if either party is in breach of the agreement

• The duration of the agreement and the notice required from each party to end the agreement

• The law governing the contract

Consumer rules and guidance

There is extensive legislation to protect consumers (in particular the Consumer Rights Act 2015) which:

• Implies terms into contracts with consumers, giving consumers rights and remedies in respect of their purchases of goods, services and digital content.

• Requires that consumers are given certain minimum information before a contract is formed.

• Gives consumers entering into distance contracts for most goods, services and digital content a cooling off period, in which they can cancel penalty-free.

• Requires that any terms used in a consumer contract must be “fair”.

• Prohibits misleading and aggressive sales practices by the trader generally, both in advertising and marketing and in the terms themselves.

Generally the trader cannot contract out of its obligations or exclude or (unreasonably) limit its liability for their breach. Terms and conditions which attempt to do so will be unenforceable and their use may in itself be a breach of consumer protection law

Business-to-Business rules and
guidance

A trader’s dealings with business customers are far less strictly controlled than their dealings with consumers. Legislation and common law rules imply certain terms into contracts for the sale of goods and services between businesses, however in many cases these implied terms may be varied or excluded provided that it is reasonable to do so.

The important parts of standard terms are driven by purely commercial decisions and the business’s operating

procedure, for instance, payment terms or how delivery is to be effected. In particular, if the standard terms incorporate technical specifications, care must be taken to ensure that these specifications comply with the business’s standard terms

Incorporation of terms and conditions

A business’s standard terms and conditions will only be effective if they have been properly incorporated into a contract. Ideally they should be set out or expressly referred to in a contract that both parties sign. The next best option is for a business to bring its standard terms to the attention of the other party at the earliest possible opportunity in as much pre-contract and contract documentation as possible (this will also help in the event of a battle of the forms when two businesses are negotiating the terms of a contract and each party wants to contract on the basis of its own terms). This would include setting out the standard terms on the business’s website, brochures, purchase order forms, quotation acceptances and, if a course of dealing has arisen between the parties, on invoices and delivery notes.

Finally, when introducing new standard terms, a copy should be sent to every customer or every supplier stating that the new terms will apply in the future.

For assistance in preparing terms and conditions for your business, contact Charlotte Grew: 01488 683555 or cgrew@dhc-solicitors.co.uk

Commercial property

Commercial property being built - to illustrate commercial property legal advice from conveyancing solicitors in Hungerford Berkshire

We are frequently instructed to act in connection with commercial properties such as shops, offices, industrial units, warehouses, hotels and public houses and even on a couple of occasions, public conveniences.

1. Sale and Purchase

We can advise on:

a) The sale of a freehold property or the grant of a long leasehold interest in a property

Every sale or purchase is slightly different. We like to be involved from the outset to ensure we understand your requirements and the rationale for doing what you are doing. Certain aspects are critically important to get right from the outset, particularly the VAT status of the transaction.

We are on the panel of most lenders and will normally be instructed by a lender to act for them as well as you. This can often assist a transaction to run more smoothly.

b) Conditional contracts for the sale or purchase of property

A conditional contract may be required if something has to happen before a buyer will purchase but the parties wish otherwise to commit to a sale and a purchase. The most common condition is the grant of planning permission.

c) Option Agreements

An option is an agreement giving someone the right to buy a property on specified terms for a certain period. The price may be fixed or may depend on an outcome during the option

period. An option agreement is often used to enable a developer a certain period in which to explore the planning potential of a piece of land.

d) A deed of pre-emption

A pre-emption right is a right of first refusal. A common use of such a right is when someone sells maybe a slightly more unusual property, often retaining adjoining land, and wants the right to be able to “buy-back” that property
when it is next offered for sale

e) Overage agreements

Such an agreement is when an additional payment is due, normally to a seller on the happening of an event in the future. This will often be if planning consent is granted which enhances the value of land. The seller will then be entitled to the additional
payment.

2. Leases

We can advise a landlord or a tenant in connection with the grant of a lease.

We do like to meet you to discuss your requirements and to ensure that we understand what you wish to achieve. If a meeting is not feasible, we will report to you on the documents and we can then discuss with you on the telephone any issues arising from that report

It might be that there is a lease of the property already in place and you wish for that lease to be assigned to you. We can advise you on the procedure and the various documents which will be required.

We advise on licences to occupy which are suitable for a short-term let (no more than 6 months) or where space is shared.

We also advise on the renewal
of leases and the termination of leases.

3. Landlord and Tenant Issues

We advise on various issues which arise between a landlord and tenant including:
a) Non-payment of rent.

b) Claims for breach of covenant.

c) Dilapidations.

4. Planning

We advise on planning agreements which are often required as part of the planning process together with Landowners’ Co-operation Agreements.

5. Financing and Security

We advise on mortgages, guarantees and debentures.

We are often instructed by a lender whilst acting in connection with a purchase. Knowing our client can assist in that process.

To discuss this and to obtain more information contact:
Victoria Hopgood at Dickins Hopgood Chidley Solicitors,
The Old School House, 42 High Street, Hungerford, Berkshire, RG17 0NF 01488 683555

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