Certain terms and conditions are implied into a contract for the provision of services by the Supply of Goods and Services Act 1982, such as providing the service with a reasonable level of care and skill and within a reasonable timeframe.
At Hutchinson Thomas we have experience of drafting and advising on supplier agreements across a wide range of sectors and for a variety of businesses, to include suppliers, customers, agents, manufacturers and distributors.
Contents of a supply of service agreement
Clauses that need to be included in a supply of service agreement include the following:
- Price, to include the basis on which the cost is calculated and any additional sums such as VAT;
- Payment terms, to include penalties for late payment;
- A clear description of the services to be provided and an obligation on the part of the supplier to provide those services;
- A timeframe for the provision of the services, to include a start date and a completion date or a way of deciding when completion has occurred. The supplier will want to ensure that there is some flexibility in case they are delayed in some way;
- Termination provisions, setting out how the agreement can be ended and also what circumstances will result in it being automatically terminated.
A number of other standard clauses will be included as appropriate, to include details of the procedures to be followed when problems arise. In light of recent events, a force majeure clause is likely to feature prominently. This is the clause that sets out what will happen in the event that unforeseeable circumstances make a contract unfulfillable.
Some services will require a more in-depth or specialised agreement to protect both the service provider and the consumer or client. It is important to have a bespoke agreement drawn up to ensure that your rights are safeguarded both in the short-term and for the future.
If you are dealing with specifications that need to be kept confidential, such as for the manufacture of a prototype or the development of an app, you will need clauses protecting the sensitive information.
Similarly, any data transferred must be kept secure and, if it is personal data, you must be able to demonstrate that you have dealt adequately with this point in compliance with data protection regulations.
Hutchinson Thomas is the first law firm in Wales to be awarded the Law Society Mark of Excellence. The firm and many of our lawyers are recognised year on year in the Legal 500 publication as leading individuals in their field.
Our company and commercial team have extensive experience in respect of agreements for the supply of services. We can advise you on the terms of an agreement or work with your business to draft a watertight contract, tailored to your specific situation that will protect your rights and interests.
If you would like to speak to one of our expert commercial solicitors, call us on the following numbers or fill in our contact form.