When you’re drafting your business’ Sales Terms and Conditions, it’s very important that you include a clause entitled ‘Orders’. This clause simply refers to the actual request of a consumer for a product or service to be provided by a business and how this request will be handled by the business.

What provision should be included in an ‘Orders’ clause?

In every Sales Terms and Conditions, a business lawyer (if you have one) should be drafting the following types of provisions under the ‘Orders’ clause, not just because they clearly communicate the terms of placing an order, but also because they are market standard provisions:

o   State that you may accept or reject and clearly identify when and why this may occur. This might depend on the availability of a product or service, or if your business can make sure that the ‘buyer’ can pay for their order;

o   Place the responsibility of verifying the details of the order on the customer placing the order. This will help prevent buyers from backing out of an order if they claim they hadn’t read the price, product or other details of the order;

o   Specify that your business will provide the buyer with an order number or some kind of reference so that they’re able to track the progress of their order.

o   Explain what else you will provide to buyers upon placing their order: Important details like shipping and billing addresses, a description of the order, the date of the order and a notification alerting the buyer that their payment has been processed should be provided to the buyer

o   Explain the binding nature of the agreement once you have provided the buyer with an order number. Any changes to the Sales Terms should be agreed by both parties and be in writing before they can affect the agreement.

What are optional provisions?

While the above provisions are relatively standard in most Sales Terms and Conditions, some businesses include an option for the customer to cancel the order before accepting delivery. If your business would benefit from this clause, make sure your business lawyer includes in the provision that all costs (return shipping, re-stocking, etc) will be paid at the very minimum.

Conclusion

If you’re unsure how to go about drafting your Sales Terms and Conditions, it is our recommendation that you speak with a qualified, experienced business lawyer, preferably one with experience in drafting contracts. Here at LegalVision, we draft these kinds of contracts on a regular basis, so if you’re in need of legal advice, contact us on 1300 544 755 and speak with one of our business solicitors.

Lachlan McKnight

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