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Contract Knowledge Centre · Commercial
An agreement under which one party provides services to another: what is delivered, to what standard, for what price, and what happens when performance falls short.
Services disputes are almost always about scope. An agreement with a precise specification and a defined acceptance process resolves them; one without turns every disagreement into a matter of opinion.
What each clause is for, and what to look at in the wording you have been given.
Scope and specification
Defines what is being provided.
What to check: Whether the described work could be delivered badly and still satisfy the words.
Service levels
Sets measurable standards for performance.
What to check: That the measures are objective, and that failure has a defined consequence.
Change control
Governs how scope is varied.
What to check: That variations must be recorded - most disputes about unpaid extras start here.
Payment and acceptance
Ties payment to delivery.
What to check: What must happen before each payment, and what is retained until acceptance.
Liability
Allocates risk when things go wrong.
What to check: The cap, the exclusions, and how they compare with the cost of failure.
Termination and exit
Ends the relationship in an orderly way.
What to check: Notice, grounds, and what happens to data, materials and prepayments on exit.
Any one of these can have an innocent explanation. Ask for it before you sign.
When to speak to a lawyer