Writing business contracts between companies: eight practical tips before you sign

All business rests on trust, but trust is no substitute for a well-drafted, accurate contract. When you write a contract between companies, scrutinise every element—from deliverables to dispute resolution. A commercial contract sets the framework for the relationship: it fixes expectations, manages uncertainty and governs what happens when things go wrong. Here, a commercial contract lawyer can help identify risks that are otherwise easy to miss.

Read on for eight practical tips to draft a contract that both strengthens the deal and reduces the risk of future conflict. Whether you are contracting with a customer, drafting an internal agreement, signing a new collaboration, or engaging a commercial contract lawyer to quality-assure the document, you will find guidance here.

1. Writing a contract is about steering the relationship—not merely recording it

When drafting a contract, it is easy to focus on price, delivery dates and scope. But commercial contracts are also about handling the unexpected. A well-written agreement not only prevents disputes; it provides certainty when reality diverges from the plan.

Before you sign, make sure you have considered the following:

• Is the correct company a party to the agreement—especially in group structures?
• Do you need a tailored contract, or will standard terms suffice?
• Is there reason to regulate confidentiality, insurance requirements or the forum for disputes?

2. Define performance and responsibility with precision

Clarity of obligations is essential to avoid misunderstandings. Specify what will be delivered, who does what and when—and set out what applies if problems arise.

Examples of elements to include:

• Payment terms: Deadlines, late-payment interest and consequences of non-payment.
• Adjustments if circumstances change: Include a renegotiation clause if prices or terms should be capable of review.
• Quality assurance: State how goods or services will be checked prior to acceptance.

3. Protect confidentiality, allocate liability and verify insurance

When contracting with a customer, supplier or partner, it is often necessary to protect information. A confidentiality agreement (NDA) should define what is covered, how information is handled after the relationship ends, and the consequences of a breach of confidentiality.

Do not forget to confirm that both your company and the counterparty carry appropriate business insurance, especially liability cover—for example, product liability or consultancy engagements. Where appropriate, pair the confidentiality agreement (NDA) with a clear limitation-of-liability regime.

4. Plan for disputes from the outset

Decide early how potential disputes will be resolved. A clear jurisdiction clause (forum) and governing law clause can be decisive.

Consider whether to use arbitration (often faster and confidential, but expensive) or the ordinary courts (more predictable costs).

Litigation costs can be regulated—for example, that each party bears its own costs, or that the loser pays. This is particularly important if you are contracting with an international counterparty.

5. Language and interpretation—decide before you sign

If the agreement exists in multiple language versions, state which prevails for interpretation. It is increasingly common to contract in English even between domestic companies, which can create issues where wording is unclear.

To maintain control, request a local-language version before signing, and state which language version takes precedence for interpretation.

6. Think long term—build in flexibility

Contracts are living documents. Circumstances can change quickly, particularly in longer collaborations. It is therefore sensible to include a renegotiation clause that permits adjustments if commercial conditions shift.

That kind of flexibility strengthens the deal without creating uncertainty.

7. Purchase agreements demand extra care

For the purchase of goods—especially larger transactions—draft the contract so delivery terms, quality requirements and remedies for defects are clearly regulated. Remember that the Swedish Sale of Goods Act (köplagen) rules on force majeure (Section 27) apply unless otherwise agreed; you can strengthen protection by including a tailored force-majeure clause.

8. Draft your own contract—with the right support from a commercial contract lawyer

Templates rarely suffice for complex or business-critical arrangements. Writing from scratch gives you control—but demands legal precision. Whether you are contracting with a customer, supplier or partner, engaging a commercial contract lawyer for a focused contract review service is often the safest way to ensure coherence and practicality.

A contract is not a brake—it enables confident execution

Contract drafting is not only about regulating future disputes; it is a way to clarify the deal, set expectations and build trust. A robust agreement reduces uncertainty, saves time and strengthens the relationship.

At Morling Consulting, our commercial contract lawyers help businesses draft agreements that work in practice—clear, considered and aligned to commercial reality across Europe. If you prefer, you can also hire a contract lawyer for targeted review or negotiation support.