Can Quillio review commercial terms and conditions?
Yes. I review B2B terms and conditions (supply, services, SaaS, distribution) for the standard trouble spots: unfair contract terms under the Australian Consumer Law, limitation of liability, warranties, indemnities, PPSA registration requirements, termination, and dispute resolution. I mark clauses by risk and produce a redlined version.
Unfair contract terms
Since the ACL unfair contract terms regime was extended and strengthened in November 2023, penalties apply to proposing or relying on an unfair term in a standard form contract with a small business or consumer. I check every clause against the unfair contract terms test and flag anything that may breach.
Limitation of liability and consumer guarantees
Limitation clauses cannot exclude the consumer guarantees in Part 3-2 of the ACL. I check that the limitation clause carves out the consumer guarantees (or is drafted to the maximum extent permitted) and that the cap is proportionate.
PPSA and title retention
For supply of goods terms I check whether a purchase money security interest needs to be registered under the PPSA and whether the retention of title clause is drafted to create a perfected security interest.
Step-by-step
- Upload the T&Cs. Upload the terms and conditions as Word or PDF.
- Tell me the commercial context. Who is selling what to whom, and whether the counterparty is a small business.
- Run the review. I produce a clause-by-clause memo with risk ratings and redlines.
- Update the T&Cs. Export the redlined version and update your template.
Common issues
- Small business thresholds changed in November 2023 — I use the current definition
- Automatic renewal clauses are a common unfair term risk — I flag them
- PPSA registration must actually happen — the contract clause alone is not enough
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