Structure and form of commercial contracts
Structure and form of commercial contracts

The following Commercial practice note provides comprehensive and up to date legal information covering:

  • Structure and form of commercial contracts
  • Form of commercial contracts
  • How a contract is formed
  • Simple contracts v deeds
  • Standard terms and conditions v bespoke agreements
  • Parties
  • Name
  • Background, or recitals
  • Operative provisions
  • Defined terms
  • More...

Structure and form of commercial contracts

This Practice Note describes the structure and form of a business to business commercial contract or agreement. It outlines the form which commercial agreements generally take and explains what information should be included in the contract document, including in the parties, background (or recitals), main body, schedules and attestation sections.

Form of commercial contracts

How a contract is formed

A contract is a legally binding agreement that grants rights and creates duties between two or more parties. Contract law principles provide that for a contract to exist, four key elements must be present:

  1. offer (see Practice Note: Forming enforceable contracts—offer)

  2. acceptance (see Practice Note: Forming enforceable contracts—acceptance)

  3. consideration (see Practice Note: Forming enforceable contracts—consideration), and

  4. an intention to create legal relations (see Practice Note: Forming enforceable contracts—intention to create legal relations)

Simple contracts v deeds

Simple contracts may be created orally, by conduct or in writing.

Certain types of simple contracts however must be created in writing. For details, see Practice Note: Contracts required to be in writing.

Some agreements require greater formality and must be executed by deed. A deed requires a number of additional formalities to be complied with in order to be validly formed.

For full guidance on which types of documents should be executed a deeds, the impact of executing a document as a deed and the formalities required for deeds, see

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