Commercial contract solicitors in Leicester

Terms and conditions, supply agreements and other commercial contracts: what good ones do, common gaps, and when to have one reviewed.

Last updated 27 September 2026. General information about the law in England and Wales, not legal advice on your situation.

Most small businesses trade on standard terms and conditions or sign contracts put in front of them by bigger customers and suppliers. A few hours spent getting these right usually saves far more than it costs.

What good terms and conditions cover

How a contract is formed and when your terms apply. What you’re supplying and your specification. Price, payment terms, interest on late payment and the right to suspend work. Delivery, risk and ownership of goods. Warranties and what happens if something’s wrong. Limitation of liability, often the most important clause. Intellectual property. Confidentiality and data protection. Ending the contract, and what happens after. Which law applies and how disputes are resolved.

Business versus consumer customers

If you sell to consumers, the Consumer Rights Act 2015 and consumer contract regulations give customers rights that can’t be taken away, including cancellation rights for many distance sales. Terms must be fair and transparent. Using business terms for consumer sales is a common mistake.

Reviewing someone else’s contract

When a customer or supplier gives you their contract, check the liability position, payment terms, termination rights, any exclusivity or minimum commitments, indemnities, and who owns what you create. Many of these points are negotiable, especially if you ask early.

Other common contracts

Supply and distribution agreements, agency agreements, software and SaaS terms, licences, NDAs, consultancy agreements and framework agreements. Each has its own pitfalls, so a template for one doesn’t work well for another.

Common questions

Can I use a template from the internet?

Templates are a starting point, but they're often written for another country, another industry or the other side of the deal. The clauses that matter most, like liability caps and payment terms, need to fit your business.

Do my terms apply if the customer sends their own?

It depends on whose terms were put forward last and accepted, often called the 'battle of the forms'. A clear process for accepting orders helps make sure your terms govern.

Can I exclude all liability?

No. Some liability can't be excluded at all, such as for death or personal injury caused by negligence, and other exclusions must be reasonable in business contracts. Consumer contracts have stricter rules under the Consumer Rights Act 2015.