If you are planning to contract with a customer in the US, generally there is nothing wrong with using your normal UK customer contract template. Global companies have the reach and resource to have different versions of their customer agreements for all the territories they trade in, but that is not generally feasible for SMEs. Although you can’t override the laws of the customer’s territory if they apply to the type of contract involved, just in the same way you can’t contract your way out of applicable UK laws here), using your usual templates should give you a perfectly adequate starting p ..read more

Drafting contractual clauses can, in many ways, be a precarious balancing act. Clauses require precision to have merit and effect, but clauses drafted too specifically can be dogged, and fail to account for unforeseen circumstances. There is perhaps no better example of this than the ‘material adverse change’ clause, or MAC clause for short ..read more

When starting discussions or negotiations with potential customers or suppliers, companies may share some of their own confidential information to see if there is a basis for a future cooperation. In these situations, you may want to move ahead fast in light of a promising business opportunity. But even though no agreement has been signed yet, it is important to take precautions to protect your confidential information – and to be thorough when doing so ..read more

Ideally you should check you understand and are comfortable with all the clauses in a contract before you sign it. But the following are always amongst the most important aspects.  ..read more

An interesting lesson from the Covid pandemic was how a sudden crisis could disrupt a relationship which had previously operated happily (and profitably) for years, be it between a tenant and a landlord, a supplier and a retailer or providers of professional services ..read more

A recent decision of the English Court of Appeal provides helpful guidance on exclusion of liability clauses. In the case, the Court of Appeal overturned the High Court’s judgement that the words “loss of profit, revenue, savings (including anticipated savings” excluded a claim for wasted expenditure ..read more

On World Intellectual Property Day, we're breaking down the top 5 mistakes companies make when it comes to IP ..read more