You get it. You understand why you need terms and conditions. “Aha”, you may be thinking. “Well, that’s easy then, I will simply pull a set of terms and conditions from the internet, change a few words, and Bob’s your uncle, my organisation will have a set of Ts & Cs”.
Unfortunately, it is not that simple. Especially if you are in the science or technology industries. If there is one thing you need to take away from reading this article, it is this – legal disputes are one of the most resource draining, time-wasting, stress-inducing situations a business owner has to face. And most of the time, potential litigation is entirely avoidable. Organisations who have robust, professional contracts and terms and conditions, which have been drafted specifically to suit their business have an immediate advantage over their competitors and instantly mitigate their risks.
The dangers associated with pulling terms and conditions from the internet, giving them a quick edit and then using them for your business are considerable. Here are our top three reasons why businesses should think twice before obtaining their terms and conditions in this manner.
One – The document you choose off the back of a Google search may be entirely unsuitable for your business
Let’s say you are running a Software as a Service (SaaS) business. If you Google “SaaS terms and conditions”, over 9 million results appear, many of them relating to agreements you can download either for free or a nominal fee.
However, none of these agreements have been adapted to your business in any way and require a ton of editing to ensure they provide protection and mitigate your risks.
A SaaS contract needs to deal with the following (at the very least):
- Set-up services
- Hosted services
- Maintenance services
- Support services
- Data processing
- Acceptable use
Each one of these sections will consist of a series of terms that need to be carefully adapted to suit your business. And most importantly, to edit a document pulled of the internet, the would-be draftsman needs to know what needs to be included to protect the interests of the business. Would you trust a member of your team to understand every scenario that terms and conditions
need to be drafted for to reduce your risk of a dispute occurring? Would you trust yourself? For those with a good knowledge of contract law, terms and conditions obtained from document purchasing websites can work; however, not only will they need a lot of amending, and the liability of the authors will be heavily excluded, meaning the ultimate responsibility (and stress) falls on you.
Two – You may be breaching copyright law
If you simply copy and paste the terms and conditions of a competitor and pass them off as your own, you may find yourself receiving a solicitor’s letter.
Like all other content contained on a website, an organisation’s terms and conditions are protected by copyright. Provided the work is original, copyright protection arises automatically upon creation. The owners of a copyright are advised to use copyright notices, but they do not have to. Therefore, just because a set of terms and conditions does not have a notice saying it is copyright of such and such a company, does not mean an action for breach of copyright cannot be brought against you if your plagiarised Ts & Cs are discovered. And with tools such as Copyscape and Grammerly used regularly by content creators, the chances that your copied and pasted terms and conditions will eventually be spotted are fairly high.
Three – The law contained in terms and conditions taken from the internet may be out of date
When you purchase a set of terms and conditions from the internet (or copy and paste them), because you never meet or even speak to the creator in most circumstances, you have no idea how qualified they are to draft legal documents. Therefore, there is a genuine risk the Ts & Cs you are using may refer to out of date law. For example, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 came into force in 2014. This increased the time a consumer had to return an item purchased through distance selling (i.e. online) from seven days to 14 days. More recently, the General Data Protection Regulation, which came into force on 25 May 2018 provides data owners with greater control over how their personal data is used. Both these changes required businesses to change their terms and conditions. Most business owners are busy running and growing their business, and don’t have time to keep up with every legislative change that may affect them. Therefore, they are incredibly vulnerable to purchasing a set of terms and conditions which have not been updated to reflect changes in law.
For start-ups and young companies, every penny counts. This is why the idea of pulling terms and conditions from the internet is attractive – in the short term, it saves money. However, in business, investing money in solid, compliant terms and conditions pays off in the long-term, because not only do you reduce your risk of a legal dispute developing, you make it clear at the very beginning of your company’s life how you plan to operate.
Paddle & Cocks LLP is a full service commercial law firm with a national coverage, providing in-depth legal advice on commercial contracts and drafts bespoke terms and conditions. If you require assistance, please contact Simon Ward Commercial Consultant Solicitor on 0203 7456535 or email at firstname.lastname@example.org.