Advising on contracts (normally when they have gone wrong and there is a dispute), is something I do on a daily basis. It is my bread and butter work. Most businesses at any given point will have many contracts in existence, with many more to come.

From time to time, I (as an individual) also have to enter into contracts. Most of these are small (for example, buying a new fridge) where the downside of any breach is minor and easily manageable.

Nevertheless, I always [1] make a point of reading the small print (normally contained in the supplier’s standard terms and conditions) and [2] offer my free professional advice on how good the terms are. Over the years I have seen some truly awful standard terms. Many contain unenforceable provisions. Others simply do little to protect the business (which is their main purpose).

But sometimes, I have to enter into significant contracts. Significant in the sense that [1] I will be responsible to pay a significant sum of money and [2] if the contract goes wrong, there is potential for major problems for me. The last such significant contract I signed (last month) relates to the building works I am having done at home. The works will take 14 weeks. Scary stuff, on many levels.

In the light of the value of this contract (and the downside if it goes wrong), I adopted a stringent approach before signing it. This included involving specialists to advise me and insisting that certain additional express terms were included in the contract and certain standard terms changed.

So, the point I am making is before you sign any significant contract, it may help to consider the five golden rules of what to do before signing:

  1. Does the contract cover all the services/products you understand will be delivered/supplied?
  2. Have you identified the services/products that are required (depending on the nature of what is being delivered/supplied, expert help may be needed here)?
  3. What are the major risks for you under the contract and what do you need the contract to do to manage those risks?
  4. Check the answers given to question three by applying the “What if?” test
  5. Obtain a second view, preferably from a professional.

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This blog is intended only as a synopsis of certain recent developments. If any matter referred to in this blog is sought to be relied upon, further advice should be obtained.