Service agreements
Long-term supply relationships run on habit rather than on the text, until there's an outage, a disputed invoice or a notice of termination. Only then does it become clear what was actually agreed and what was merely assumed.
Where to start
The initial conversation is free. Send us the draft contract, or the one you're working under today. We'll tell you where the risks are and which of them are worth negotiating. A standalone task starts at CZK 5,000 excl. VAT; for a contract review we'll quote a fixed price upfront.
When you call us
The other side's terms are usually written in its favour. The point isn't to rewrite them from scratch but to find the three or four clauses that really matter and fight over those.
What exactly is included in the price and what gets billed on top only becomes clear with the first disputed invoice. It tends to be the most common source of friction in the whole relationship.
The contract promises availability but doesn't say what happens if it isn't delivered. Without that, the availability promise is just words.
An inflation clause, indexation or a unilateral change to the price list. The gap between what the parties thought and what they actually signed is often wide here.
The notice period, the minimum term, penalties for early termination, and what happens to your data and to work in progress.
Then, alongside the service agreement, you also need a data processing agreement, and with it rules on sub-processors and confidentiality.
Practice
Framework agreements and the orders placed under them
Defining the scope of the service and what falls outside it
Availability parameters and what follows if they're missed
Pricing, indexation and unilateral changes to the price list
Liability for damage and how it's capped
Term, termination and settling up afterwards
Personal data processing and confidentiality
The other side's terms and conditions, and clashes between the two sets of terms
We don't aim for the longest possible contract. We aim to make the points any dispute will turn on perfectly clear; the rest can be kept short.
How we handle it
We go through the text and mark the clauses that will decide things when something goes wrong. What you get is a short list ranked by importance, not a forty-page annotated version.
It's worth negotiating the three or four points that carry real value. Usually the rest isn't, and it's only fair to say so: what you pay your lawyer shouldn't exceed what the negotiation wins you.
Variations, orders, responses to an outage or a price rise. In long-term relationships the contract changes over time, and it's better to do that deliberately than by default.
From practice
Scope of service
A year in, the supplier started billing separately for work the client considered part of the flat fee. The contract described the scope only in general terms, but the orders and monthly reports showed how the service had been delivered from the start. The dispute was settled by a variation that defined the scope with numbers instead of adjectives.
Termination
The client wanted to move to a different supplier. The contract had a minimum term and a penalty that made termination practically impossible. By negotiating a two-stage exit with a handover of the data, the client got out before the lock-in period ended, and without a penalty.
Part of Contracts and Compliance
Let's work it out
Call or write to us. The first conversation is always about understanding your situation, not about selling.
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