Process for Terms and Conditions
A recent case shows clearly that good advice about the process for terms and conditions used by a business, when buying or selling its goods or services, is vital – it is not enough to have clear and concise Terms & Conditions drafted, that are tailored to the particular business.
In this recent case (Transformers and Rectifiers Ltd v Needs Ltd  EWHC 269 (TCC)), the processes for terms and conditions of both companies let them down. The court judged that neither company’s Terms & Conditions formed part of the contract between them. Transformers and Rectifiers Ltd (T&R) were purchasing goods from Needs Ltd (Needs) and they both had their own Terms & Conditions (T&Cs). T&R thought their T&Cs should apply, as they were printed on the reverse of their purchase orders. Needs thought their T&Cs should apply, as they had referred to them on their acknowledgment of purchase orders. The court stated that neither company’s T&Cs applied, as they were either not printed out on the relevant form, or the form did not state on the front that T&Cs applied and where they could be found.
At Else, we pride ourselves on not only drafting applicable T&Cs for our clients, but also on discussing our clients’ order processes and ensuring that clients can easily implement a procedure that will ensure that their T&Cs will apply to their customer or supplier contracts.