To avoid spending money on legal advice, many business owners go online, search for a contract, and use a template they think looks and sounds good. It is free, looks legit and it has been used before. Using a contract you found online comes with a number of risks which can be to the detriment of your business.

In this article, we look at reasons why you should refrain from using a contract you found online.

1. Contract may not be suitable for your business transaction

Each transaction has its own unique elements which parties negotiate and agree on. Standard form contracts are likely to be inadequate where parties have negotiated non-standard deal points.

Contractual provisions are interrelated and trying to squeeze a customised provision into the contract without the assistance of a lawyer may lead to inconsistency and ambiguity, resulting in costly legal fights.

2. Incorrect Contract

The contract you find online might not be the contract you need. Perhaps you need a joint venture agreement but instead end up using terms which are relevant to a partnership agreement. The two are fundamentally different and you will be agreeing to terms that could cause problems at a later stage. For example, with a partnership, all partners are responsible for the activities of the partnership whereas the joint venture does not operate in this manner.

3. Contract may not have been drafted for your industry

Certain industries have issues that are specific to them, which must be covered in the contract. The contract you found online may have sections which apply to a completely different industry. These will create problems if disputes and uncertainties arise between yourself and the other party to the contract.

4. You may not understand the legal jargon

Many contract templates are full of legalese. You may see terms like “warranty”, “indemnify”, “joint and several liability”, “jurisdiction”, “force majeure”, “disputes”, and the list goes on.

If you lack experience with legal jargon, you will not fully understand the meaning and effect of certain provisions in the contract.

5. Contract could be missing fundamental clauses

If you are not a lawyer with experience in drafting contracts, you might be under the impression that the contract you found online covers all important aspects. The problem is that you will not know if the contract is missing important clauses which experienced lawyers will pick up instantly. The contract could be missing clauses which are necessary to ensure that you and your business are sufficiently protected.

6. Incorrect Jurisdiction

Well drafted contracts contain a clause stating that the contract is governed by the law of a certain jurisdiction. The laws differ by country. A contract written in one country may not necessarily be appropriate for your country.

The same applies to legal proceedings which may arise in connection with the contract. In South Africa, for example, some contracts will include a clause dealing with Arbitration and stating that the Arbitration will be in accordance with the Arbitration Foundation of South Africa. As this clause is relevant to contracts concluded in South Africa, it is not a clause you will find in a contract that is covered by laws of other countries.

7. The contract might not have been drafted by an experienced lawyer

When you find a contract online, you will not necessarily have access to information about the person who drafted the contract. Is the author a lawyer, law student or business owner? Do they have experience drafting legal contracts? Do they understand what they are writing in the contract? Did they simply amend the contract to what they thought made sense?

You are using a contract without knowing whether the author knew and understood what they were doing when they prepared the contract.

If you are not a lawyer, neither is the author, how do you know that the contract contains everything you need to protect your business?

8. Certain clauses could be unenforceable or illegal

The contract from Google could contain clauses which are unenforceable or illegal in your country. If the contract fails to contain a clause stating that the unenforceable or illegal clauses are severable from the rest of the contract, your entire contract will be unenforceable.

This will have significant risk for your business. For example, in terms of the contract, the supplier has failed to supply goods to your business and you wish to enforce the contract to claim specific performance or damages. However, as you copied the contract from Google, it contains clauses unenforceable in your country with the result that you cannot claim from the supplier. This will result in financial loss for your business.


Your contracts can only do their job if they accurately reflect your situation and intentions. Getting the help of a qualified lawyer can help you minimize legal risk, protect your business interests and assets, and save you headaches in the future.

If you require assistance with your contracts, contact us on 0724388275 or info@xelleratelegalsolutions.co.za.

Written by: Accelerate Legal Solutions
August 11, 2022