What does B2B mean? Business-to-business (B2B) describes commercial contracts and transactions where each party is acting in the course of a trade, business or profession, rather than as a consumer. It is a descriptive expression used across practice areas (e.g., supply, distribution, manufacturing, SaaS/IT services, procurement frameworks, outsourcing), not a defined statutory term. In B2B contracts, consumer protection legislation generally does not apply (e.g., Consumer Rights Act 2015 in the UK; Consumer Rights Act 2022 in Ireland). Risk allocation is primarily governed by the negotiated terms, common law and core sale/supply statutes: Sale of Goods Act 1979 and Supply of Goods and Services Act 1982...
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This Practice Note examines principal terms and conditions within business-to-business commercial contracts. It highlights general drafting considerations and reviews key operative provisions, such as:
For links to fuller commentary on commercial contracts, see:
See also:
For specific guidance on the supply of services, see Practice Note: Negotiation guide—services agreements.
The first consideration for any contract is its form, shaped by what the arrangement seeks to achieve and the context in which it will be concluded. Simple contracts may arise orally, in writing or by conduct; others demand formality and must be executed as a deed...
When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...
This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...
Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...