B2B Terms and Conditions

B2B terms have more flexibility than consumer terms. The implied statutory protections are lighter, and parties of comparable bargaining power are generally free to allocate risk as they see fit. That flexibility is also where mistakes happen.

Where B2B terms tend to go wrong

A common failure pattern is B2B terms that inadvertently import consumer-style protections because the template was written for both, or that exclude liability so aggressively that the exclusion would not survive a challenge under the Unfair Contract Terms Act.

Good B2B terms are negotiated with the customer base in mind: what risks are commercially reasonable to push to the customer, what protections does the business need, and where does the document need to flex (volume customers will negotiate; mass-market customers will not).

Once in place, you can use these standard business terms across all your B2B relationships without drafting a new contract each time. They cover scope, pricing, payment, delivery, liability, warranties, intellectual property, confidentiality, and termination.

Example: a typical scope and fixed fee

For a UK business selling goods or services to other businesses, the typical scope looks like this.

What's included

• A consultation to understand your business, what you sell, and how you operate
• Drafting of B2B terms and conditions covering scope, pricing, payment, delivery, liability, warranties, IP, confidentiality, and termination
• One round of revisions based on your feedback
• Final version ready to use on your website or attach to proposals and invoices

What's outside this scope

• Consumer-facing terms (see Consumer Terms and Conditions)
• Negotiation with the other party beyond the scope described above
• Tax advice

Fixed fee: £550, no VAT.

How I will approach your matter

Once you have instructed me, I will arrange a consultation to understand your business, what you sell, and how you operate. The terms will be specific to your commercial position. The risks worth pushing to customers, the protections the business needs, and the realistic level of customer pushback to expect.

Common questions

What is the difference between B2B and consumer terms?

Consumer terms must comply with the Consumer Rights Act 2015 and other consumer protection legislation, which impose stricter requirements on fairness, cancellation rights, and liability. B2B terms have more commercial flexibility.