Special conditions of contract: Overview, definition, and example
What are special conditions of contract?
Special conditions of contract refer to specific terms and provisions that are added to a standard contract to address particular requirements or circumstances unique to a project, deal, or business relationship. These conditions override or supplement the general terms and conditions of a contract, tailoring the agreement to suit the needs of the parties involved. Special conditions can cover a wide range of topics, such as delivery schedules, payment terms, penalties for non-compliance, confidentiality requirements, or other custom arrangements that are not part of the standard contract.
In simpler terms, special conditions of contract are custom rules added to a contract to make it fit the specific needs of the parties involved.
Why are special conditions of contract important?
Special conditions of contract are important because they ensure that the contract fully addresses the unique aspects of a particular agreement. They provide clarity on issues that may not be covered in a standard contract, protecting the interests of both parties. By specifying these conditions in writing, businesses can avoid misunderstandings, ensure compliance, and reduce the risk of legal disputes. These conditions also allow the contract to be flexible and adaptable to the specific circumstances of the deal, ensuring that all parties are clear on their responsibilities and expectations.
For SMB owners, including well-defined special conditions in contracts can help manage risks, protect the business, and ensure smoother project execution.
Understanding special conditions of contract through an example
Imagine your business is entering into a contract with a supplier to deliver materials for a construction project. The standard contract might have general terms about payment, delivery, and quality standards. However, because this is a time-sensitive project, you add a special condition to the contract that requires the supplier to deliver the materials within a specific timeframe, with penalties for delays. This special condition ensures that the supplier is aware of the urgency and the consequences of not meeting the deadlines.
In this case, the special condition of the contract makes sure that the supplier meets the specific needs of your project.
Example of a special conditions of contract clause
Here’s an example of what a special conditions of contract clause might look like:
“The Supplier agrees to deliver all materials required under this Agreement no later than [X] days after the order date. If the delivery is delayed beyond this timeframe, the Supplier will be liable to pay a penalty of [Y]% of the total order value for each day of delay, unless the delay is caused by circumstances beyond the Supplier’s control.”
Conclusion
Special conditions of contract are tailored provisions that address specific requirements or issues in a contract. For SMB owners, incorporating special conditions ensures that the agreement aligns with the particular needs of the business, helping to mitigate risks, prevent misunderstandings, and ensure a smoother execution of projects or deals. By carefully defining these conditions, businesses can protect their interests and clarify expectations with all parties involved.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.