Setting your Terms New Business Club, 29 Aug 2006 Jane Lambert Barrister

What this Topic is about Conditions of Sale or Service: terms upon which a business offers to supply its goods and services ; Conditions of Purchase: terms upon which a business offers to procure goods and services ; Others: website, privacy etc

Conditions of Sale or Service: terms upon which a business offers to supply its goods and services ;

Conditions of Purchase: terms upon which a business offers to procure goods and services ;

Others: website, privacy etc

Why it matters Eliminating uncertainty and hence risks and costs Compliance with legal and regulatory requirements Compliance with voluntary codes of practice Enhances suppliers’ reputation

Eliminating uncertainty and hence risks and costs

Compliance with legal and regulatory requirements

Compliance with voluntary codes of practice

Enhances suppliers’ reputation

Stage of Business Planning Identify optimal terms of business such as payment, returns, interest and dispute resolution Consider likely reaction of customers and suppliers Consider applicable legislation, regulation and Codes of Practice

Identify optimal terms of business such as payment, returns, interest and dispute resolution

Consider likely reaction of customers and suppliers

Consider applicable legislation, regulation and Codes of Practice

Typical Terms of Business Delivery Acceptance Payment and Interest Retention of Title Termination Dispute Resolution

Delivery

Acceptance

Payment and Interest

Retention of Title

Termination

Dispute Resolution

Typical Terms of Purchase Right to inspect Compliance with specification Right to reject Refunds for defects Termination Dispute Resolution

Right to inspect

Compliance with specification

Right to reject

Refunds for defects

Termination

Dispute Resolution

Website Access Distance Selling Regulations: information, written confirmation and right to return E-Commerce Regulations: name and address of supplier, regulatory authority etc Privacy: Data Protection Act Foreign Laws

Distance Selling Regulations: information, written confirmation and right to return

E-Commerce Regulations: name and address of supplier, regulatory authority etc

Privacy: Data Protection Act

Foreign Laws

What not to do Copy other traders’ terms and conditions Wait until a problem arises Impose unreasonable conditions: may be unlawful and will certainly be unwise

Copy other traders’ terms and conditions

Wait until a problem arises

Impose unreasonable conditions: may be unlawful and will certainly be unwise

What to do Design terms as early as possible Consult insurers, business advisors and trade association to reduce risk If possible instruct experienced commercial lawyer (barrister under public access scheme or specialist solicitor)

Design terms as early as possible

Consult insurers, business advisors and trade association to reduce risk

If possible instruct experienced commercial lawyer (barrister under public access scheme or specialist solicitor)

Any Questions Jane Lambert nipc The Media Centre 7 Northumberland Street Huddersfield HD1 1RL Tel 0870 990 5081 www.nipclaw.com