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Service Agreement in the UK

Which implied terms apply depends on whether the customer is a consumer, and the two regimes no longer overlap. Section 12 of the Supply of Goods and Services Act 1982 excludes contracts covered by Chapter 4 of Part 1 of the Consumer Rights Act 2015, so business-to-business services sit under the 1982 Act and consumer services under section 49 of the 2015 Act.

Governing law

The Supply of Goods and Services Act 1982 implies terms into business-to-business service contracts, while Chapter 4 of Part 1 of the Consumer Rights Act 2015 governs services supplied to consumers.

Supply of Goods and Services Act 1982, s.13

What a service agreement has to contain in the UK

  • In a relevant contract for the supply of a service where the supplier is acting in the course of a business, there is an implied term that the supplier will carry out the service with reasonable care and skill.

    Supply of Goods and Services Act 1982, s.13

  • A relevant contract for the supply of a service is one under which a person agrees to carry out a service other than a contract to which Chapter 4 of Part 1 of the Consumer Rights Act 2015 applies, so the 1982 Act now operates on the business-to-business side of the line.

    Supply of Goods and Services Act 1982, s.12

  • Every contract to supply a service to a consumer is treated as including a term that the trader must perform the service with reasonable care and skill.

    Consumer Rights Act 2015, s.49

  • A person cannot by reference to any contract term or notice exclude or restrict liability for death or personal injury resulting from negligence. For other loss or damage, liability for negligence can be excluded or restricted only in so far as the term or notice satisfies the requirement of reasonableness.

    Unfair Contract Terms Act 1977, s.2

  • Once statutory interest starts to run on a qualifying commercial debt, the supplier is entitled to a fixed sum of 40 pounds for a debt under 1,000 pounds, 70 pounds for a debt of 1,000 pounds or more but less than 10,000 pounds, and 100 pounds for a debt of 10,000 pounds or more, plus the difference if reasonable recovery costs exceed the fixed sum.

    Late Payment of Commercial Debts (Interest) Act 1998, s.5A

What catches drafters out

  • Importing a blanket exclusion of all liability. Section 2(1) of the Unfair Contract Terms Act 1977 makes any exclusion of liability for death or personal injury from negligence ineffective, and every other negligence exclusion must satisfy the requirement of reasonableness.

    Unfair Contract Terms Act 1977, s.2

  • Suing on an unpaid invoice without pre-action steps. The Practice Direction on Pre-Action Conduct and Protocols expects a letter with concise details of the claim, a response within a reasonable time, disclosure of key documents and consideration of alternative dispute resolution, and a court may order costs against a non-compliant party or adjust interest.

    Practice Direction on Pre-Action Conduct and Protocols

Service Agreement in the UK: common questions

What quality standard does UK law imply into a service contract?
Reasonable care and skill under both regimes, but from different statutes. For business-to-business services, section 13 of the Supply of Goods and Services Act 1982 implies that a supplier acting in the course of a business will carry out the service with reasonable care and skill. For consumers, section 49 of the Consumer Rights Act 2015 treats every contract to supply a service as including a term that the trader must perform it with reasonable care and skill. Section 12 of the 1982 Act keeps the two apart.
Can a UK service agreement exclude all liability?
No. Section 2 of the Unfair Contract Terms Act 1977 provides that a person cannot by reference to any contract term or to a notice exclude or restrict liability for death or personal injury resulting from negligence. For other loss or damage, an exclusion of negligence liability operates only in so far as the term or notice satisfies the requirement of reasonableness, and agreement to or awareness of the term is not by itself taken as voluntary acceptance of the risk.
What can a supplier claim for late payment between businesses?
Section 5A of the Late Payment of Commercial Debts (Interest) Act 1998 gives a fixed sum once statutory interest begins to run: 40 pounds where the debt is less than 1,000 pounds, 70 pounds where it is 1,000 pounds or more but less than 10,000 pounds, and 100 pounds where it is 10,000 pounds or more. If the supplier's reasonable costs of recovering the debt exceed the fixed sum, it is also entitled to the difference.

Sources

Every statement on this page is drawn from one of these. All were fetched on .

The same document elsewhere

Other UK documents

Service Agreement: the jurisdiction-neutral guideBack to Document Library