This is not going to be the kind of technical article that we are used to writing. This will be a comment that I would like to write because I keep hearing from clients:
Please keep our general terms and conditions as short as possible and please don't use so many contract documents .
First of all, I would like to clear up the following misconceptions:
- I need terms and conditions, otherwise I can't conclude the contract or go live with the online store!
General terms and conditions are not mandatory for the conclusion of a contract! Not even for an online store. This means that a contract can also be concluded when you sign your offer and the online store can also go "online" if you do not yet have any GTC.
(However, in the case of an online store, please do not confuse the GTC with mandatory information and mandatory details, which you must always provide).
2. general terms and conditions are annoying because they are concluded unilaterally and "gag" the contractual partner.
General terms and conditions are wonderful! Because they can be seen as a guideline for a contractual relationship. Similar to an instruction manual. You look at an instruction manual when you're not sure which buttons to press or which lever to turn.
Of course, T&Cs initially end up in the "drawer". But if, for example, there is a power cut or a storm prevents you from receiving the goods you want so that you can continue processing them, then you take the GTC out of the drawer and look under the "force majeure" clause to see what consequences the respective event has for your contractual relationship.
Sense and purpose of GTC
General terms and conditions are exactly what the word implies. They are general contractual conditions, that contain general provisions. This means: If you write your customer an offer to your customer, then this offer (or the so-called service certificate) is tailored to the customer. It contains the name and address of the customer of the customer and the service you are offering the customer. The consideration is also included in this offer. Nothing more is required to conclude a contract nothing more.
However, you can also regulate how the remuneration agreed in the offer is to be paid, in particular if it is a longer IT project or a rental. You can also regulate how you would like to deal with error messages and which time windows you make available to your customer to go directly into communication (service level agreements). Under certain conditions, you can also clarify exactly clarify how you will deal with a warranty case. Also obligations to cooperate should also be included in a contract, because if you need access to the access to the customer's system, but the customer does not provide an employee employee to grant you access, then you will not be able to provide your services. not be able to provide your services.
The purpose of GTCs is therefore to provide guidelines for cooperation. If you are ever unsure, take the GTC out of the drawer.
Should general terms and conditions be rather long or rather short?
They always say that "brevity brevity is the spice of life". But that can only be true if the precise formulation contains everything you need for the collaboration. This also means that the clauses should offer little or no room for interpretation. should offer little or no room for interpretation. Otherwise, you end up with GTCs that address a topic but do not exactly how the contracting parties should behave.
Here is an example on the topic of "force majeure".
Let's assume that the GTC briefly and concisely state that the parties should have a right of withdrawal in the event of force majeure.
Let's also assume that the IT service provider was unable to complete the project because it suffered a power outage due to force majeure. He now declares his withdrawal to his customer.
The nice, short AGB clause on force majeure did not take a decisive factor into account: If If the force majeure only occurs for a temporary period, is a withdrawal from the contract withdrawal from the contract proportionate?
On the other hand, if I sell software worth €30,000 to the customer, can I present them with a contract with terms and conditions that are 20 pages long (line spacing 1.15 and font size 11) and refer to other contracts relating to order processing, service level agreements and software maintenance during the contract negotiations? With such a contract, the entrepreneur must ask himself which clauses can perhaps be kept short and which the entrepreneur does not want to do without.
Conclusion
General Terms and General Terms and Conditions of Business cannot be used as a model for every contractual relationship. applicable. If you always offer the same services and your contractual contractual relationship with your customers is always structured in the same way, then it is to put together a set of contracts once and then pass this on to your customers. customers. If you offer different services, it may make sense to work make sense to work with modules. This means that you can create a "framework contract" (these are also general terms and conditions) with general provisions, and then use this as a basis for add the respective special services to the framework agreement as an additional module. Depending on the scope of the services, you should decide whether you more detailed or more concise.
However, there is one thing you should never do without: Adapt your T&Cs to your company. Take the time to synchronize your general terms and conditions with your actual work. General terms and conditions from the Internet are exemplary, they regulate a large number of cases, but only in such a general way that you always have to interpret them. This in turn leads to exactly what you wanted to avoid: Unclear regulations and therefore an unclear contractual relationship!!!
If you have any questions about the GTC design, please do not hesitate to contact us.
We regularly hold seminars on drafting general terms and conditions. Please feel free to take a look. Perhaps there is something for you.
