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United Kingdom

Pro-supplier playbook: ongoing services supply agreements (term-based) — clause-by-clause negotiation guide with preferred and fallback positions (England and Wales)

Practice notes
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This playbook provides guidance for drafting and negotiating a services agreement for the supply of ongoing (term based) services from a pro-supplier perspective.

It is designed to help supplier-side lawyers shape and negotiate ongoing service arrangements while keeping a pro-supplier stance.

  • Sets out a preferred position and a fallback for the clauses most often debated.
  • Not exhaustive; specific deals may raise additional points.
  • Usable by in-house teams and private practice advisers acting for the supplier.
  • Adapt the playbook to client requirements to protect interests; risk levels may vary by client.
  • Built on Precedent: Services agreement—ongoing supply (without TUPE)—pro-supplier; for one-off work see Services agreement (one-off supply) playbook (pro-supplier).
  • Read alongside Negotiation guide—services agreements for broader context and further fallback ideas.
  • Defined terms are taken from Precedent: Services agreement—ongoing supply (without TUPE)—pro-supplier—refer to that Precedent...
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Web page updated on 21/05/2026

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