General conditions of purchase
Your position towards suppliers: quality, warranty, product liability, delivery, documentation. National and international.
B2B standard terms
Purchasing and sales rise and fall with your terms.
General purchasing and sales terms for companies, national and international. Legally sound, enforceable, industry-specific. Not an off-the-shelf document, a robust system for your most important deals.
What this is about
B2B, not consumers. Purchasing and sales, not an afterthought.
This is not consumer terms and not the fine print of a website. It is about the conditions companies use to buy and to sell, the legally most demanding and commercially most important documents in day-to-day business.
In B2B these are two worlds: what you buy and what yousell. Each needs its own set of terms, for national and for international business.
The system
A document alone does not protect you. A system does.
The best terms are worthless if they are never validly incorporated, if your team does not apply them, or if they trail the case law. So I deliver more than the text: I build the cycle that makes your terms govern your daily business and keeps them current. Each building block reinforces the others.
- 01
Sound terms
Purchasing and sales terms that survive judicial scrutiny: your liability limits hold in a dispute.
- 02
Update service
New statutes, new case law: I flag it before a clause fails. You focus on your business, I take care of legal certainty.
- 03
Legally sound business processes
Order processes that carry your terms into the deal, even against the other side’s terms.
- 04
Training for procurement and sales
Procurement and sales know what applies and what to do. Trained, with playbooks for daily work.
- 05
Knowledge management
Clause library, playbooks, knowledge base: your contract knowledge belongs to the company, not to one head that can leave.
The result: as a rule, every purchase and every sale is governed by your terms. Today and in five years.
The most common failure in practice is not the weak clause, but theineffective incorporation of the terms and the conflicting terms of the other side, the battle of the forms. Why this plays out differently across borders is covered in my article “How to incorporate standard terms internationally”.
Building block 01 · Four sets of terms
Procurement and sales, national and international.
General conditions of sale and delivery
Your position towards customers: limitation of liability, retention of title, payment, passing of risk, choice of law. National and international.
- Industry-specific drafting instead of off-the-shelf templates
- Tiered liability architecture, indemnities, insurance requirements
- International enforceability: choice of law, jurisdiction, arbitration, Incoterms®
- Process optimisation for effective incorporation, including conflicting terms
- Content review under German law (Sections 305 to 310 BGB) where applicable
- Substantive alignment with your departments and revisions through to the final version
Beyond purchasing and sales, I draft the terms your business model calls for, such as installation terms or licence terms.
Building blocks 02–05 · The difference
The document is the start, not the service.
Other firms deliver a document, and that is where their work ends. Here the document is building block 01: aligned with your departments and revised until it holds. The update service (02) and legally sound business processes (03) are always part of the engagement; training (04) and knowledge management (05) are recommended but optional. Together they turn the document into a system that works in daily business.
Update service, 12 months
- Continuous legal monitoring with proactive alerts
- Adjustment of your terms when the law materially changes, at no extra cost
- Practice review after six months, a direct line for questions
Benefit: Lasting legal certainty without internal effort.
Legally sound business processes
- Analysis of your ordering processes, from the order system to framework agreements
- Revised order templates with effective incorporation wording
- Checklists and workflows to secure proof
Benefit: The most common failure in practice, ineffective incorporation, is eliminated. Your rights are enforceable in a dispute.
Training for procurement and sales
- In-house training built on cases from your business
- Incorporation, battle of forms, warranty, liability, force majeure
- Workshops with legal, procurement and sales
Benefit: Your team applies the terms correctly; the typical, costly mistakes stop.
Knowledge management
- Clause library with fallback positions for your negotiation scenarios
- Negotiation playbooks and lines of argument for procurement and sales
- A central knowledge base for procurement, sales and management
Benefit: Faster negotiations, consistent contracts, efficient onboarding. Your contract knowledge belongs to the company.
Typical projects
What it costs.
I work on a flat-fee basis, not by the hour. Typical projects start with a terms check from 2,500 EUR net. The figures below are starting points; the actual quote follows the scope and complexity of your project.
- Terms check (review of your existing conditions)from 2,500 EUR net
- Purchasing or sales terms, national and internationalfrom 15,000 EUR net
- Complete package, purchasing and sales, national and internationalfrom 20,000 EUR net
- Supplier Code of Conduct (LkSG / CSDDD)from 6,000 EUR net
- In-house trainingfrom 3,500 EUR net
- Knowledge management systemon request net
Compliance fits in: a Supplier Code of Conduct (LkSG / CSDDD) docks directly onto your purchasing terms.
Let’s talk about your terms.
Specialist lawyer (Fachanwalt) for International Business Law and for Commercial and Corporate Law, Düsseldorf. One conversation quickly shows where your risk sits.