General Terms & Conditions

General Terms and Conditions are the standard contractual terms that you, as a company, draw up for transactions with clients. They govern matters such as payment, delivery, liability, complaints and guarantees. By declaring these terms and conditions applicable to every sale, service provision or assignment, you protect yourself legally against disputes and unexpected claims. For small and medium-sized companies, they provide an essential legal safety net that prevents you from having to renegotiate basic terms every time a dispute arises.

How Terms and Conditions work in practice

You make your General Terms and Conditions applicable by providing them to your client prior to or upon the conclusion of a contract. This can be done digitally via your website, by email with a quote, or in hard copy with a signed contract. From a legal perspective, the customer must be given a reasonable opportunity to familiarise themselves with the terms and conditions. A simple reference at the bottom of your website or in your quote is usually sufficient. Once the customer agrees to the transaction, your terms and conditions form part of the contract. Please note: certain clauses may subsequently be deemed unreasonably onerous by a court, particularly in consumer contracts. It is therefore advisable to have your terms and conditions drafted or reviewed by a lawyer.

Why the General Terms and Conditions were created and why they matter now

General Terms and Conditions were created to protect companies from the unpredictability of individual negotiations. Without standard terms, you would have to agree anew with each client who is responsible for what. That takes time and leads to ambiguity. In the United Kingdom, the Civil Code sets out the basis for contracts but leaves plenty of scope for bespoke solutions. General Terms and Conditions fill that gap. Since the introduction of the General Data Protection Regulation (GDPR), it has also become standard practice to include privacy and data protection clauses in your terms and conditions. For online shops and digital service providers, terms and conditions are now indispensable.

What General Terms and Conditions offer small and medium-sized companies

Well-drafted Terms and Conditions prevent a client from claiming afterwards that different agreements applied. For example, you can stipulate that payment must be made within 14 days, that you are not liable for indirect damage, and that complaints must be reported within a specified period. This helps avoid disputes and legal proceedings. You also protect your intellectual property: you can stipulate that designs, code or strategies remain your property until full payment has been made. In practice, we see with SME clients that having clear terms and conditions conveys a more professional image and increases the trust of business customers. For online shops, it is even a legal obligation to inform consumers in advance about their right to return goods, delivery times and guarantees. A well-thought-out legal framework, such as Terms and Conditions, is an essential part of a solid online presence and a reliable brand identity.

Terms and Conditions are not a single standard document. They vary significantly depending on the sector, business model and type of client. An online shop requires different clauses to a consultancy firm, and a B2B service provider requires different clauses to a retailer. Below, you can read about how to apply Terms and Conditions in various SME scenarios and what to look out for when choosing between standard or bespoke terms.

Terms and Conditions for online shops and e-commerce

If you run an online shop, you are legally obliged to inform consumers about their right of return, delivery times, payment methods and guarantees. You set this out in your Terms and Conditions. You should also include details of what happens in the event of damaged deliveries, who pays the postage costs for returns, and how complaints are handled. Stricter rules apply to online shops than to business-to-business services: for example, consumers have a statutory right of withdrawal of 14 days. Many online shop owners use standard terms and conditions from trade associations such as Thuiswinkel.org, but adapt them to their specific situation. Don’t forget to include a privacy policy and a cookie policy, especially since the GDPR came into force. A clear set of terms and conditions prevents customers from claiming afterwards that they were not aware of the returns policy.

General Terms and Conditions for service providers and consultancy firms

For service providers such as designers, marketers, consultants or IT agencies, the main focus is on defining responsibilities. In your terms and conditions, you set out what happens if a client provides feedback too late, or if the scope of a project changes. You also need to clarify who owns the final product: does a logo design remain your property until payment is made, or do you transfer ownership immediately? For long-term projects, it is wise to include a clause regarding interim delivery and phased payment. Many consultancy firms apply a limitation of liability: you are not liable for indirect damage such as loss of turnover. This protects you against unrealistic claims. In practice, we’ve found that in branding and web design projects, clear terms and conditions regarding intellectual property and revision rounds prevent misunderstandings and ensure the collaboration runs more smoothly.

Terms and Conditions for subscriptions and SaaS services

Do you offer a service on a subscription basis, such as hosting, software or monthly support? In that case, your Terms and Conditions should focus on ongoing obligations. In these, you set out the notice period, what happens in the event of non-payment, and how upgrades or downgrades work. You also set out the uptime guarantee and what you do in the event of disruptions. For SaaS services, it is common practice to include a Service Level Agreement (SLA) in the terms and conditions, in which you specify availability and response times. Many SMEs offering managed WordPress hosting or monthly website maintenance operate on an automatic renewal basis with a one-month notice period. This prevents disputes about when a subscription ends.

When are General Terms and Conditions the right choice, and when are they not?

Terms and Conditions are useful as soon as you offer standard products or services to multiple clients. They save time and provide legal certainty. However, they are not always sufficient. For large projects, unique assignments or complex collaborations, a bespoke contract is often preferable. Consider, for example, a multi-year IT implementation or a strategic consultancy project where intellectual property, confidentiality and liability need to be carefully agreed. In such cases, your General Terms and Conditions serve as a basis, but you should add a specific project agreement. When dealing with international clients, it is also wise to check whether your Dutch terms and conditions are enforceable abroad. In cases of doubt, always consult a lawyer.