Corporate & Securities Law

?Terms and Conditions?

By Ken Adams

A particularly prevalent usage is terms and conditions (and the shorthand T&Cs). Heck, it even surfaces in the everyday world?I’ve been known to throw a slipper at the TV when, at the end of a car ad, some voiceover guy drones on about how “terms, conditions, and limitations apply.”

You can always do better than terms and conditions.

Sometimes, as in the following uncleaned-up examples, your best bet is to omit it entirely:

WHEREAS , the Board of the Company desires to appoint the Director to serve as and perform the duties of an independent director and the Director desires to be so appointed and to perform the duties required of such position in accordance with the terms and conditions of this Agreement;

The Executive will be entitled to no less than four (4) weeks of paid vacation per year during the Term, subject to (but not reduced by) the terms and conditions of the Company’s vacation policy as in effect from time to time.

Tenant shall comply with all of the terms and conditions of each insurance policy maintained pursuant to the terms of this Lease.

Sometimes you should use just terms?after all, a condition is a kind of term:

If at any time during the Term of this Lease, Landlord shall receive a bona fide offer (a Third Party Offer ) from a third party … to purchase the Leased Property, containing terms and conditions satisfactory to Landlord, …

The Executive’s and her family’s eligibility and all other terms and conditions of the Executive’s participation in the Bank’s or Company’s benefit, insurance and disability plans and programs will be governed by the official plan documents which may change from year-to-year.

Except as otherwise expressly provided for herein, such renewal shall be on the same terms and conditions as provided for during the Initial Term …

Terms and conditions is also used to refer to the stuff in commercial contracts other than the deal terms (product, price, date of delivery, and so on). I suggest you use instead “general terms,” as I did in this post earlier this month.

Full post as published by AdamsDrafting on March 17, 2010 (boomark / email).