Latest B2B Service Terms and Conditions Updates
When one business is providing services to another, the relationship between the service provider and the client should ultimately be governed by a contract. Such a contract may be more bespoke in nature and negotiated by the parties before everything is put into writing. A service agreement or service contract, setting out not only the terms and conditions of the transaction, but also the particulars, will be the end result.
An alternative, particularly suited to short-term or one-off services, is to base a contract on standard terms and conditions. While the parties may still need to work out the particulars – for example by way of an order from the client and a quotation from the service provider, leading to an established specification which sets out the unique and specific aspects of the deal, the legal terms and conditions which apply to that deal and form the basis of the contract will be standard and generally non-negotiable.
Updated Services Terms and Conditions Templates for Standard Services and Services with Deliverables
These templates have been reviewed and comprehensively updated in-line with current best practice. Furthermore, the previous versions of these documents were designed to work alongside the agreement templates (which have also received an update, as set out below), but these documents are now designed to function better as standalone documents. The terms and conditions form the basis of “the Contract”, which is formed upon the service provider’s acceptance of the client’s order. Important details referred to throughout the terms and conditions should be set out in the order and/or in a written specification. (Please note that templates for these documents are not provided as contents and formats are likely to vary considerably from one business to another.)
Similarities in the drafting of the terms and conditions and agreements remain, but the terms and conditions are now specifically designed with one-off or short-term services in mind, with the agreement templates being more geared towards longer-term arrangements or transactions which will involve a greater degree of pre-contract negotiation.
Over and above the standard version of the terms and conditions, the “deliverables” version caters for services which will entail the creation of some form of deliverables in which intellectual property rights will typically subsist. IP ownership can be retained by the service provider and licensed to the client, or the service provider can assign ownership. Options are included in the document for both.
Updated Service Agreements for Standard Services and Services with Deliverables
These key service agreement templates have also received a review and update. TUPE on Exit provisions were added earlier in 2022, and these provisions have now been made optional. New versions of these documents will be available in early 2023 with options for TUPE on entry.
The contents of this Newsletter are for reference purposes only and do not constitute legal advice. Independent legal advice should be sought in relation to any specific legal matter.