Legal Services, Contract law, Dispute resolution, Contract Checking
Legal Services, Contract law, Dispute resolution, Contract Checking
CW Contract Law and Legal
CW Contract Law and Legal


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Business Debt Recovery, Commercial Debt Recovery Business Debt Recovery


Published on Linked In 24/092020

Free Debt Recovery Tips


Richi Sunak has set out a Winter Economy plan, but this will not stop the fallout that the Coronavirus outbreak has created which has  torpedoed the finances of thousands of successful and healthy businesses across the UK. 

Consumers have tightened their belts, clients have cancelled orders and debtors are slower or unable to pay. The impact is widespread and cuts deep.

Whilst many companies will continue to be able to pay their invoices and debts there will be businesses and individuals in business who will seek to become slow payers or worse still non payers.


Increasingly, businesses are trying to understand their debt recovery options and whether the use of profession debt recovery agencies is a better way forward whilst the ned to focus on sales is paramount.

How will Brexit Impact Commercial Contracts?


In  a nutshell; not very much really if your jurisdiction is English law and you have a well written disputes procedure therein, but there are some points you may wish to consider if your contracts contain these provisions.

  1. Increased trade barriers: taxation / quotas
  2. Regulatory divergence / parallel regimes
  3. Changes to the territory covered / competition law
  4. Movement of people
  5. Currency fluctuation
  6. Change in legal jurisdiction as the UK have stated they will not accept the jurisdiction of the ECJ and that is a red line we do not think the UK government will cross.


It is common sense  to read any existing contracts with European entities and enact a contract review to assess the impact of the UK’s exit with these issues in mind.

In any future negotiations jurisdiction and the seat of arbitration will be important.


Remember the other side might be looking at termination based upon the UK’s exit from the EU and is especially relevant to any commercial agreement and contractual obligation that references the EU in its territorial scope.

Remember if you alter wording in the body it is a variation and you will need re-signature


When considering contractual provisions that deal with the EU as a territory, you need to confirm whether the relevant clause definition covers the member states ‘from time to time’, or specifically names each country. If it is referencing ‘from time to time’ this will not include the UK, but if there is a full list of countries and the UK is named, then the UK may still be covered by the contract.


You may also want to review force majeure definitions in your contract and consider whether the end of the transition period or the UK leaving the EU fits within the definition. In particular, is there is a clause referring to ‘material adverse change’, or any similar wording which allows the renegotiation of terms should the contract become subject to a change in the law or unprofitable (which may be relevant post Covid).

Also worthy of attention is whether the possibility exists for either party to argue that following the UK’s withdrawal or the end of the transition period, that ‘frustration’ will actually apply, excusing future performance. This is probably not relevant, but always best to check, especially if there are obligations which the UK’s exit makes an impossibility for a party to adhere to notwithstanding that a contract cannot usually be deemed to be frustrated if the alleged frustrating event should have been foreseen by the parties and the UK’s exit was foreseen by General De Gaulle before we entered.

If a contract relies upon inherent EU rules, there may a stronger case for frustration once the transition phase has passed.

The withdrawal agreement states that the UK will continue to apply the EU’s General Data Protection Regulation (EU-GDPR). But as the UK will not be continuing as an EU member state, companies will be required to update commercial contracts wording and privacy notices. Are you sure you know what changes may need to be made and why?


Contract reviews should be part of best practise, but as we are entering another event that has never happened before alongside Covid 19 then it may create issues. To paraphrase Napoleon. Look to you clause wording on the left right middle and Schedules. Am I ready for any issues? If not you are not ready.

Contracts Post Covid


The gradual return of business as we know it will start to roll out over the coming months and then on December 31 2020 we may or may not enter new phase of contractual relationship with the EU or WTO.


Commercial contracts are the bedrock of every business transaction and whilst it is possible to conduct business via a handshake or nod a written commercial agreement is best practise and precludes the word we hate : ambiguity .

The primary purpose of written terms is to provide a clear framework as to how the parties in a commercial relationship propose to work together.

Agreements that form a legally binding contract but drafted with vague conditions, may lead to uncertainty and often contracts that are heavy on the legalese but light on the ways of working are a prelude to costly legal disputes.


A well drafted contract will seek to ameliorate risks and roadblocks within a  business relationship and clarify the responsibilities of each party and every contract should have a simple waterfall disputes procedure; not disagreement call the lawyers or an expensive arbitrator as 90% of disputes are solved by people communicating, so why make a contract different to real life.

It also makes sense to minimise liability outside of what cannot be excluded by law.


Even under ideal circumstances, minor breaches of a contract can occur, especially if the contract spans many years.


However, an international unprecedented incident such as the Coronavirus pandemic can result in breaches of contract law that are unavoidable. Having your contracts reviewed is a simple low-cost step to ensure that your interests are protected. Would you go on holiday without travel insurance?

There are different types of breach in a contract.

Minor, Material, Fundamental and Anticipatory breach

A minor breach of a commercial contract has little or no impact on the outcome of the agreement and most contracts include a simple remedy clause if the parties cannot use their nous to solve the issue.


A material breach may well have a detrimental effect on the way the contact is delivered, but unless it is a breach without remedy then good contracts will seek that breaches can be remedied within a time period.  The law states that remedy for a material breach is the cost of breach plus damages from the breach.


A fundamental breach goes right to the heart of the agreement and presents a clear break in terms of the agreement. The injured party can seek to terminate the contract under the law regardless of what is written.

An anticipatory breach refers to situations where one party tells the other they cannot perform all or part of an agreed contracts. The non-performing party can be liable for damages.


Can a force majeure clause limit liability for a breach resulting from Covid-19?

The Coronavirus pandemic has been seen to cause a breach of existing contracts in several ways. Supply chains may have been  disrupted and deadlines might have been missed for delivery or payment or fulfilment of services. A force majeure clause can mitigate a party’s liability if they are unable to perform part or all of the contract due to an unforeseen event. However, careful wording has to be included to cover pandemics. So, for breaches to date, a careful examination of the contract would be required to see if the criteria for force majeure had been met. If not specifically covered, it may be the case in future that Covid-19 is no longer be considered a force majeure event in law as it has been with us since the beginning of 2020, so its impact can therefore be anticipated by the contracting parties. However, there will be precedent at some pint regarding this as SARs was a coronavirus which caused disruption and it is reasonable to assume that in the future more viruses will break out. Whether a force majeure clause can cover this and what precedent will be set by Judges is awaited.


Contract reviews can save time, money and stress

Uncertainty causes issues in  business. A recent study by the Legal Services Board found that 20% of businesses reported ill health impacts for staff from prevailing legal issues. Having your commercial contracts drafted and checked by an experienced legal practitioner will assure that the legal advice provides clarity around the obligations and liabilities within the law of contract. It is the old holiday insurance peace of mind. The insurance does not give you carte blanche to tombstone, but you know you are covered against most risks.


Whatever business you are in the basic premise of contracts and the law of contract applies to you. It was sonly 50 years ago that George Best was used for breach of promise when he decided not to marry one of his many girlfriends he got engaged to. Whilst that law was removed from the statute books everything is governed by the law of contract and in life and business you will have disputes.


Here is sample of the types of contract we draft and check:

  1. Supply and purchase of goods and services
  2. Export and import of goods and services
  3. Agency and distribution agreement
  4. Leases
  5. Partnership Agreements
  6. NDAs
  7. Software and IT contracts
  8. Contractor and outsourcing contracts
  9. Licenses and development agreement
  10. Business Terms and Conditions
  11. Franchise agreements
  12. Joint venture agreements
  13. Shareholder and investment agreements


Legal issues in contracts post COVID

Contract reviews may well become important to minimise performance or legitimately get out of the contract and the resultant liability for breach in the future, or you may want to be in a position where you can enforce the contract against someone else who is trying to avoid it.


There are some simple clauses we always include:

a.       Having a cap on liability for you if you are in breach

b.      Minimising your warranties to the other side;

c.       Making sure there is no indemnity (or a diluted indemnity from you if you are in breach

d.      Excluding performance guarantees from you, e.g. sales targets

e.       Back-ending any payments due from you, so that if something goes wrong you have not deployed all the cash required by the contract

f.        Having a disputes resolution procedure clause

g.      Setting out ways of working (lots of lawyers miss this simple insertion into contract ever fails because of the liability of  severability  or contract rights of third parties) it fails because of the lack of clarity of how people wish to work together. When you get married on a Friday  its always a good idea to tell your wife you go to football every Saturday afternoon.

h.      Choose the jurisdiction of English law if your business is in England & Wales.

i.        Cutting down or not including which make it easy to avoid performance

j.        Having clear remedies for any breach.

k.      Maximising warranties from the other side

l.        Make sure your remedies for late payment are clear and concise.


CW Contract Law and Legal offer a free no obligation consultation on all matters relating to contract law and business terms and conditions and business debt recovery.

Small Business Debt collection


Keeping on top of late-paying customers or clients is crucial for business success. There have been several studies which highlight the problems caused by late payments. Research suggests that around 76% of all UK businesses are being paid late and it may only get worse. This can place businesses into serious financial difficulties, and perilously close to becoming insolvent. The Federation of Small Businesses have long shouted about the need to end the late payment culture, which is a very real problem impacting the majority of businesses in the UK.


Small business credit control/debt collection is an important part of the way we work as we are one of the few debt recovery companies that look at the debt the reasons for the debt and better ways to stop debt issues. Whilst our remedies effectively put us out of the business of business debt recovery, we seek to be proactive in preventing bad debts accruing and minimise the disruption (and maximise the return) when they do.


How to keep late payments to a minimum

Completely avoiding late payments is never realistic (even we get them) but there are ways you can minimise it.

Here is our checklist for effective credit control:

  1. Have a clear credit control procedure.
    1. Invoice promptly.
    2. As soon as payment is late pick up the telephone as this will tell you whether there is an issue will help to flush out any disputes or problems with the invoice.
    3. Follow up with a letter
    4. Follow up in 3 days with a telephone call and get a fixed date for payment
    5. If this is not adhered to  send a stern letter or LBA demand for payment
    6. If nothing is received pass the debt over for small business debt collection. Do not delay.
  2. Get some Terms and Conditions and use them.
  1. If it’s good enough for Amazon a t he world’s most successful company then it should be good enough for everybody.
  2. Do not trade without sending your Ts & Cs.
  3. Do not have  set? Visit www.cwcontrcatlaw and legal for a set for around £240.00
  4. Always confirm an order with an email that clearly satte4s. Please find attached a set of our Terms and Conditions and always send you Ts & Cs last.
  1. Know your customer and obtain as much information about them as possible at the outset.
    1. Who exactly are you contracting with? A sole trader, a limited company or a partnership? Simply having the name of the business e.g. the shop name or restaurant name is not enough. You need to know the entity which you are contracting with
    2. Credit check customers where possible.

How to keep a good relationship with your customers when dealing with debt

It can be tricky dealing with late payments, but if someone is offended by you asking for money which they agreed to pay you on a certain date we wonder whether you can afford them as a customer.

By using a specialist professional agency such as AVC Debt recovery you can depersonalise the collection process and play good cop bad cop.

Inform debtors that the last thing you wish to do is pass the matter on.

In most cases, threatening us of debt recovery won't do any damage to your business relationship; but if it does you may consider you can afford not to be a busy fool.


Of course, debt recovery is not a free lunch and despite what some companies say the average recovery of the index debt is around 85% , but in most cases AVC Debt recovery recover 100% of the index debt thanks to HM Government late payment law.


Small business debt recovery: issuing a County Court Claim

If no payment or response is received during the pre-litigation stage, then recourse can be sought via a County Court Claim. Taking a customer to Court can be a difficult decision and AVC Debt recovery are one of the few companies that manages the debt recovery legal process at no charge.

There are pros and cons:


  1. The debt may be taken more seriously by your customer when they receive a claim from the Court
  2. It is a relatively cheap way to pursue the unpaid invoice as the Court fee varies from £60.00 to 5% of the value of the claim, dependent on the claimed amount. This fee is recoverable from the debtor, should you be successful
  3. The claim often acts as an incentive for the debtor to pay
  4. They do not want to spend time and money defending the proceedings
  5. They do not want a Judgment to impact their ability to gain credit
  6. There are many ways of enforcing the Judgment, depending on the debtor's circumstances.


  1. It is not an exact science. Only a fool seeks to sit in front of a Judge if there is a better way.
  2. The claim itself may not result in payment. We always say the easy part is obtaining judgement.
  3. The debtor may still refuse to make a payment or ignore the claim. If this is the case, we will need to proceed to enforcing the Judgment
  4. The debtor may defend the claim, which could lead to complex proceedings
  5. Enforcement of the Judgment is not always successful. Numerous factors come into play, such as the debtor's assets/finances, or the debtor's employment status.

What happens if a debt is defended?

We take on your case with the creditor as the Claimant in person. We have  a 90%-win track record in court cases.

Enforcement of your Judgment

If we are successful with your claim for unpaid invoices you will obtain a County Court Judgment, which is an enforceable Court Order. This will usually order the debtor to make payment of the debt, interest and costs immediately.

As we only take business debts on that are above the High Court enforcement threshold, we enact enforcement via the High Court.


We also seek recourse to insolvency procedures.


Why use a debt collection for a small business service?

Using a debt recovery service, which is based around the analysis of the law of contract  means you have expertise and experience on your side. Typically, using our modus operandi means the chances of recovering the monies owed to you are greatly improved, as debtors will often take the claim much more seriously after receiving a claim from us. Chasing debtors is a time consuming and potentially frustrating part of running a business. From small debt recovery services to dealing with large amounts of unpaid debt, passing your unpaid invoices over to a debt recovery agency will give you peace of mind that the debtor is being chased for payment, whilst you continue with the day-to-day running of your business.

Importance of Having Terms and Conditions


Post Covid these are going to become more and more crucial. It never ceases to amaze us how casual some people are in business when it comes to terms and conditions. In your business, you may enter into contracts with your customers or suppliers on a regular basis and naturally the process can sometimes become rather casual. However, if you have no formal Ts & cs and things go awry then disputes can arise as to whose terms and conditions apply to the contract. The situation can often be unclear, particularly when you both send paperwork, emails or letters  to each (if you have no standard Ts & Cs then you may well be accepting theirs) and no specific agreement is then made as to whose terms will apply. First rule of Jeff Bezos of Amazon is that you must agree his terms and conditions before you can make him richer so here are some simple pointers.


  1. Negotiate the Contract
  2. Fire the Last Shot
  3. Beware the Exceptions
  4. Train Your Staff


Under the law of Contract the precedence over whose Ts & cs prevail is called the "Battle of the Forms" and it is easy to lose the battle if you are not alive to the issues. So, what can you do to reduce this risk?


1 – Negotiate the Contract

One way to avoid issues on what was agreed and when is to negotiate the terms of any agreement/ contract with your customer or supplier and record the agreement in a document you both agree.

This should ensure that both you and the other party are aware of and agree to the terms. Remember an email is a contractual document. Whilst this will not necessarily avoid a contractual dispute later on, this should ensure that the terms you have agreed are incorporated into any agreement/ contract.

However, we appreciate that it may not always be practicable to negotiate each and every contract, particularly when you could be making or receiving orders on a daily basis. You might therefore choose to negotiate terms at the outset of the relationship in an overarching agreement and then agree/contract on those terms thereafter, which will create a custom between you.


2 – Fire the Last Shot

The general rule is that if you ensure that you "fire the last shot" before delivery of the goods, you will win the Battle of the Forms.

If in doubt always make sure your terms are those sent and if they come back with variations or they send you their invest in checking what has bene sent to you. Remember you do not have to sign anything for it to be valid as a contract under English law.


3 – Beware the Exceptions

As explained in 2, the usual position is that the terms and conditions of person who fires the last shot will apply to the contract. However, there are exceptions to that rule.

Recent case law indicates that if there is clear evidence of "contrary intention" that alternative terms and conditions should apply, then the party who fired the last shot may not win the battle. This means that if there is a long-standing course of dealing between you and your customer or supplier, whereby you always contract on a particular basis, then you (or they) may be able to argue that those terms will apply to any future contracts. In these circumstances, if you want to avoid those terms applying, you should expressly agree terms with the other party (as indicated at point 1).

Perhaps more worryingly, in a recent case in which terms were not agreed (indeed each party had expressly rejected the other's terms), the Court decided that neither party's terms applied. In this situation, the terms specified in the Sale of Goods Act 1979 applied - which may leave a seller open to potentially wider liability.  In a similar situation where you have both rejected the other party's terms, you should ensure that some conclusion about the applicable terms is reached before delivery is made.

4 – Train Your Staff

All too often it will be your junior staff who are tasked with making and receiving orders and so it is important that you ensure they are aware of the consequences of any paperwork they send (or fail to send), and, equally, receive.

As can be seen from point 2 above, it is important to ensure that you fire the last shot in the battle of the forms. You should therefore ensure that your staff take control of the process and ensure that all paperwork sent to the other party is stated to be subject to your terms and conditions. You could also consider giving your staff a checklist to work from when they are dealing with your suppliers or customers to ensure that you fire the last shot. In addition, if you are the seller, you may also want to persuade purchasers to submit orders on your own order forms which naturally will be subject to your own terms and conditions if you have included them.


And finally: remember KISS everything and always seek to work with your Ts & Cs. For those of you who do not have any Ts & Cs. Doh! Homer is at the nuclear powerplant if you want some help.

Worries for SMEs over business Contraction


The UK will experience the worst economic contraction among developed countries due to the coronavirus pandemic, according to a new forecast.


The Organisation for Economic Co-operation and Development (OECD) predicts the British economy will shrink by 11.5% in 2020 due to the lockdown imposed since the first wave of the coronavirus pandemic.


This will undoubtedly put serious pressure on companies seeking to obtain monies and those who stay in business and are looking for clients who may well have cash flow issues.


The OECD said the health crisis is "without precedent in living memory" and has led to the "most severe economic recession" in nearly a century.

Chancellor Rishi Sunak said the UK economy was experiencing difficulties similar to other countries around the world.

He said: "I've been clear that our top priority has always been to support people, jobs and businesses through this crisis - and this is what we've done. "The unprecedented action we've taken to provide lifelines that help people and businesses through the economic disruption will ensure our economic recovery is as strong and as swift as possible."


Changes to UK insolvency laws


The Government is keen to maximise the chances of survival for businesses during the current pandemic, and the proposed amendments to the corporate insolvency and governance bill will mean that any business struggling will be given an opportunity to make the necessary adjustments to optimise their chance of survival.


Business Secretary Alok Sharma said:

“This is a particularly challenging time for businesses right across the UK, and we are doing all we can to support them through this period.”

“Our proposals have been widely welcomed by business groups. The Bill will help companies that were trading successfully before the COVID-19 emergency to protect jobs and put them in the best possible position to bounce back.”


The measures that the government are intending hoping to put in place swiftly include placing a temporary restriction on winding up orders and petitions.

The bill also makes three further permanent changes to UK insolvency laws and these include:

1.       A new moratorium

2.       Termination clauses

3.       A new restructuring tool


The new moratorium

This newly introduced moratorium gives businesses that are likely to become insolvent the ability to apply for a 20-business day moratorium, this period is extendable to 40 days with further extensions available if the creditors or court agree to them. The extendable period will enable the business to continue trading with oversight from the insolvency practitioner.


Landlords will be prohibited from forfeiting leases during this period.

Prohibit termination clauses

Any clauses that prevent suppliers from stopping supplying a business or asking for additional payments when a company is undergoing difficult times will be prohibited.

A new restructuring tool

Struggling businesses will be able to put forward a proposal to creditors and members. Creditors will be bound to the restructuring plan.

Removal of threat of personal liability

The bill will also temporarily remove the threat of personal liability for wrongful trading from directors who try to keep their companies afloat through the emergency.

Extension of deadlines

The deadlines for any filing will be extended and businesses will be given flexibility to communicate with members electronically where necessary.


Jonathan Geldart, Director General of the Institute of Directors said:


“Directors have significant legal obligations, and this Bill provides some reassurance that those who act responsibly won’t be caught out by the insolvency system. It’s crucial that directors are able to sustain their organisations and the people who rely on them during these difficult times.”


You can read the full Government press release here.

Commercial leases in the time of Coronavirus


The outbreak of the coronavirus has raised many questions for occupiers of commercial properties. If you are a tenant during these uncertain times, you are likely to be concerned not only about keeping your overall business going but also about protecting your rights as a tenant.


What can you do?

Check the terms of your commercial leases

Your commercial lease agreement is the first place to start if you are unsure about your ability to pay rent or service charges.

Most agreements provide for a rent freeze only if the property is not fit for occupation, for example, in the event of a fire or flood and rarely contain a force majeure clause that is broad enough to cover a global pandemic. In fact, compared to commercial contracts, force majeure clauses are not that common in commercial lease agreements.

But your lease may state that you are entitled to a reduction in service charge payments if your landlord cannot provide access to the premises or usual services. So, your first point of call should be to review your agreement either yourself of get a low-cost contract checking company to do it. Just Google Contract Checking Service.


Start a dialogue with your landlord

The chances are your landlord, as you are, is as interested in continuing your commercial lease agreement especially if you are a good tenant , keeping you as a paying tenant and seeing your business survive these difficult times; as where is going to find a replacement? Have a look at your lease, understand the scope of your rights, and start a conversation with your landlord about temporary concessions.


Consider terminating your lease

If the conversation does not go as planned and your landlord is unwilling to agree a concession, you could consider terminating your lease. There may be several options available to you here (all depending on what your agreement says) from simply serving notice to exercising a break clause to surrendering the premises altogether.

If you decide to take the surrender route, keep in mind that you will still need to secure your landlord’s agreement. Most likely, the success of your endeavour will depend on the landlord’s plans for the property and ability to re-let the property in the current market conditions.


Review your insurance options

Remember that in these strange times your insurance can play a central role. You may be able to recover some of your rent (and service charges) through your business interruption insurance. And if you have been prudent enough to have one, reviewing your policies may be another course of action to consider.


Keep up with the legislation

The good news is that the government is looking at ways to assist commercial tenants.  Parliament is now considering the Coronavirus Bill that would restrict your landlord’s eviction rights but don’t bank on government too much) . If adopted, the proposed protection would last only until 30 June 2020 and would not relieve you from your payment obligations.


Next steps

Although you need to know your legal obligations and commitments, you perhaps should consider affordable legal you can bet your landlord already has.

Whether you are a landlord or a tenant, it is also important not to assume that you will automatically be released from your obligations under commercial leases in light of public health emergencies.

It has bene estimated that almost half a million businesses in the UK are in significant financial distress, and this will rise not decrease once lockdown is over. If the commercial rental sector collapses then it will raise additional questions for Boris Johnson’s government as it talks about ‘levelling up’ growth in the regions.

What we may also see once lockdown is lifted  is what we call a “Wonga precedent” in the court whereby a Judge refuses to apply sanction against a commercial tenant as this crisis is unprecedented. Good commercial landlords will work with their tenants, but unless you seek to clarify and negotiate you will never know what your options are.


Legal tips for moving your business online


Businesses around the globe have been challenged as never before due to the coronavirus outbreak, especially those who are bricks only establishments as opposed to bricks and clicks. As a result of this unique challenge, a large number of companies have sought to take their business online.


The speed with which businesses have been able to adapt is to be admired, but with problems in every areas and so little time to prepare, the legal implications of moving your business online are often overlooked.


1. You need a Privacy Policy (and it needs to be thorough)

A Privacy Policy explains what types of personal data you collect, why you collect it and how you use it. A Privacy Policy is legally required by the General Data Protection Regulation 2016/679 (GDPR 2018).

Although the GDPR is an EU regulation that replaced the DPA 1998 the UK have implemented near-identical laws or regulations, so it’s more likely than not that your website needs to comply with the rules under GDPR 2018.

Not only do you need to have a Privacy Policy, it needs to be bespoke and it needs to be thorough. You’re required to explain a number of specific aspects of your data use processes, including the legal basis you’re relying on to allow you to use each type of data you collect. Needless to say, it’s not as daunting as you might think as th3 DPA was always there. We call it DPA plus as with GDPR you must allow any person to have their data removed so you must be aware of what you are storing and where and protect that personal data. What is different is the potential of opening yourself up to potentially massive fines.


2. Those cookie pop-ups are not optional so add a Cookie Policy

Yes, they’re annoying, but implementing a banner or pop-up informing visitors of your website’s use of cookies is non-negotiable. Under the GDPR, you’re required to get a user’s active consent before you place any non-essential cookies on their device.

You really do need a message that’s shown as soon as the user enters your website, and it’s important that they actively click something to get rid of it.

You’re also required to clearly explain each type of cookie you use and to give users the ability to control any non-essential cookies. A good developer will throw in a plugin or service that enables you to give users all of the necessary information and options. If they do not know about this don’t use them.


3. Website content is valuable Intellectual Property (IP), so treat it accordingly.

Website content is an extremely valuable asset to online businesses as it demonstrates who you are as a company, what your value proposition is, and that users can trust you. As with any IP  you put on public display, it’s important to take the necessary legal steps to protect against others exploiting your content (such as by copying it without your permission or using it to impersonate your company).

Your website’s terms should make it clear that all the content on your website is your IP that belongs to you, and explain what users can and can’t do with it.

On the flip side, if you want to publish any content you didn’t create (such as text or images) or use another company’s name or logo, be sure to do your homework before you do so.

Rule number one: Never steal another website’s pictures or wording or their Terms and Conditions.

Many companies have information about using their IP in their website’s Ts & Cs, so you can often reference their terms to determine whether your desired use is allowed. (Reading and using legal precedent is not stealing) If you’re not sure whether your use of someone else’s content will be in line with their Ts & Cs, it’s better to ask permission than get a lawyer’s letter.


4. Set rules for how your website can and can’t be used.

It’s important to set rules for how visitors can and can’t use your website to limit your liability and establish your rights and remedies against anyone who misuses it. These rules are typically set out in a simple set of Ts & Cs or Terms of Use.

Among other things, a website’s Ts & Cs typically provide guidelines for what a user can upload or submit, preclude the introduction of viruses or harmful material, and set conditions for downloading content and linking to the website. They also limit your liability for the website malfunctioning and for content that is inaccurate or out-of-date; and

Make Sure any Payment Method has the ability to get the customer’s monies into your account safely and easily.


Taking your business online can be a great strategy to provide an alternative source of leads, actual customers and income, both in the current business climate and in the future. However, it’s important to keep these key legal considerations in mind to mitigate the risks that come with an online presence. Investing the time and resources in legal protections for your website will set your business up for long-term success.

Insolvency rules in the time of coronavirus


The outbreak of the coronavirus has seriously affected the UK economy in recent weeks. Many businesses are being confronted with serious commercial considerations while others have been forced to stop trading altogether. On 28 March 2020, the Business Secretary Alok Sharma, provided a lifeline in the form of new insolvency measures to help those people and businesses that find themselves struggling financially.


What is insolvency?

When a company is solvent, meets its financial obligations to creditors, and pays debts when they become due, directors must act in the best interests of the company and its shareholders. However, if the company fails to perform these obligations, then the company becomes “insolvent”, changing the scope of duties of its directors. In such cases, the responsibility of directors shifts to the company’s creditors and, in certain cases, employees.

Failure to do so generally qualifies as “wrongful trading” under the Companies Act 2006  and may lead to a series of sanctions, including a disqualification for up to 15 years or even criminal penalties.

How have the insolvency rules changed?

In the wake of the coronavirus, there have been a few proposed changes to the previous insolvency rules to ease the stress on businesses.

The temporary suspension of wrongful trading, applied retrospectively from 1 March 2020, allows directors to continue trading, despite insolvency, without the threat of personal liability. This measure will continue for three months.

Another introduced measure is postponing lender action for companies who are approaching insolvency. This short pause (or “moratorium”) has been established to ensure that companies are not approached by their lenders while trying to restructure their debts or waiting for a business rescue.

Companies who are insolvent will still be able to access supplies (raw materials, component parts, etc.) in order to continue trading during the moratorium and remain financially afloat.

To ensure that lenders continue to be paid while the parties seek a solution, the government has provided a new restructuring plan with certain safeguards, the details of which are still being developed.

Bottom line

As we find ourselves in times of uncertainty, these new changes will enable businesses to pause and plan how to continue operating in the future. From new access to essential supplies to continued trading, directors and companies should keep these new rules in mind while weathering this economic storm. What it will not do is preclude any company paying its invoices as they become due or stop debt recovery.

Implementing an effective credit control process


As at today and every day Cash is King. It’s not a cliché. You can run a business without profit, but you can’t run it without cash.

In these unprecedented times many businesses are unsure of what will happen when the current lockdown is lifted and business starts again. Some companies will seek to start all over using their tried and tested methodologies of cash collection, but things may have changed and the potential for late payers to become bad debts will definitely increase. During this down period, it might be prudent to look at your future credit control procedures.


Credit control is one of the many components needed for an effective business model, but implementing an effective credit control process can be a difficult task as it may involve change and managing change. When asked to look at  any issue we look at some of the key strategies for success.


1. Research current and new clients

Simple research is pivotal in credit control because it allows a business to assess the risk that an existing client or prospect could pose in terms of making payments. A simple credit check via companies house beta is free and many serial offenders have dissolved companies yet are offered credit the day after they shut a company down. A cost option is something like Experian Business, which  provide full credit reports on any business and it can help with a risk assessment. These reports allow you to gain clarity into who you're doing business with, and if they have a history of bad credit and payments.


2. Act on the information.

Don’t let the carrot of a sale and more work cloud you into forgetting that big stick that will beat you if you do not get paid. swiftly.


3. Issue terms and Conditions

Sounds simple. Issue your terms and conditions, not a culled copy form Joe Bloggs Does it Best from the internet (we see this every day). You can get a bespoke set for as low as £240.00 from a reputable legally insured company such as CW Contract law and Legal. Don’t plan to fail by neglecting the most powerful legal document in contract law.


4. Get any Issued contract Checked

You can have this done for as little as £90.00. Ok, so none of us ever read the Amazon contract we tick, but we have seen horror documents with no rights of termination and other nasties that invoke open ended liability and the wrong party paying the costs of the other parties legal action on the other side’s breach of contract.


5. Track and Manage

Keeping track of clients does not have to be onerous. Effective communications and effective business relationships (personal one’s as well)  – are built on trust and transparency. Something as simple as a courtesy call or reminder email could be as much appreciated by your customer as it is at your end. In addition to tracking, you also need to manage the days that debts are allowed to go overdue before further action is taken. It’s a good idea to cultivate an understanding of how different payment amounts and time scales are met and the average time taken by a debtor to pay different amounts that are due. This data will also allow you to prioritise specific invoices and from there you can also consider outsourcing some of your more difficult debt chasing to a third-party service provider.


6. Involve the whole team

If you are  a one-man band involve yourself., otherwise communicate the message internally and remember you are only as strong as the cash being collected. Use simple practices via KISS to explain to everybody who is involved in a sale (even a note to self) that explain step by step how to issue invoices and what the standard follow-up process for chasing invoices is. We find that the companies who use what we call  KISS and show procedures use the services of debt recovery agencies far less. That gives you more cash as no debt recovery agency works for free as no win no fee payment is nearly always paid by the creditor.


7. The right tools

If you attempt carpentry with blunt chisels you will get the job done but not as well and it will take more time, so why approach cash collection the same way Finding and suing the right tools to meet your businesses cash flow requirements can be an important piece of the puzzle in effective credit control management. While advanced software is becoming increasingly integral to credit control departments, it’s essential not to over complicate the process and to find the right tools for you. A simple process and a spreadsheet is just as effective, but we eschew the back of a fag packet. Anything that is simple and works for you and simplifies the process and gets you more cash is the right process.


Ultimately, implementing an effective credit control process is about thinking about the entire journey from invoice creation, to client communications, to how to deal with late payments. Here at CW Contract Law and Legal and AVC Debt Recovery we are on-hand to help you with this every step of the way, and you can find out further information on our transparent and ethical service at our websites for contracts, debt recovery and terms and conditions. 

Is Your Business losing money by failing to use the Late Payment law?


Late payment remains one of the biggest problems for UK businesses. However, late payment law is available to protect businesses from late paying customers. We liken not using late payment legislation to  HM Government deciding not to bother collecting speeding fines in case they upset motorists.   


What is late payment law?

Under the Late Payment of Commercial Debts (Interest) Act 1998 and subsequent amendments, companies can claim interest and also receive fixed sum compensation if a payment is not received or if a payment is late. Although it is only applicable to business transactions, the aim of the Act is to discourage the culture of late payment.


When is a payment late?

If your commercial contract specifies a date upon which payment should be made then it will be considered late if it is not received by this time. However a company that isues immediate payment terms would probably not be able to issue a late payment penalty on every invoice.


We always say that payment terms should be set out at point of sale, but if a commercial contract does not state when payment should be made, the Late Payment of Commercial Debts (Interest) Act 1998 comes into force. Under the law, payment must be made within 30 days of either the invoice being received; the goods/services being received or the goods/services being accepted. If payment is not made within this timeframe, it is classed as late.

How much compensation can I claim?

Late payment compensation can be added to each qualifying debt. The following fixed sums can be claimed as compensation

•           £40 compensation for invoices up to £1,000

•           £70 compensation for invoices between £1,000 - £10,000

•           £100 compensation for invoices over £10,000.


If you have several invoices that are outstanding, the compensation you can claim could be significant.


How much interest can I claim?

Late payment interest is typically claimed at 8% above the Bank of England base rate, so as at today 8.25% down form 8.75% but the Court has the discretion to award interest at a rate that it believes is fair. Interest is calculated from the date the invoice becomes due until the date payment is made.


Can I claim the costs of collecting my debts?

Technically yes. Whilst the compensation is intended to cover the costs of debt collection, this isn’t always the case in practice. If a contract is signed after March 2013, the Late Payment of Commercial Debts Regulations 2013 are applicable and these allow companies to claim back any additional costs of recovering the debt, providing they are reasonable.


Utilising the Late Payment law

Although the law seesk to protect businesses from the damaging effects of late payments, some companies and organisations have been reluctant to use it in case they alienate a customer, but the late payer does not seem to have such qualms. In some instances, people assume that instigating reasonable requests top pay will harm commercial relationships.


However, late payment law can be used to recover debts without souring existing business arrangements. Many businesses that use the late payment law still maintain good relationships with their customers and continue to trade with them.

Debt Recovery : Why Our Free Letter Before Action Can Help You


 Being very British (where it takes 3 years to find the door to leave) we also seem to have a reticence about asking other businesses to pay on time after we deliver them goods and services. If only we could apply this logic to HMRC when they come knocking for our tax returns or we could extend our stay in an hotel gratis because we feel like it.

Put simply using the wording of our LBA which is free on

 is an effective methodology and better than the three stage letter format that seems to be taught in credit control college.


 Analysis has shown that a legally worded letter that mentions the potential of an outside collector is far more likely to bring you your monies than repeated letters. If that is allied to a telephone call you will increase your chances of recovery even further. At a minimum it will give you the gut feel of whether a late payer has the potential to become a bad debt.


 It has been stated SMEs are now waiting on average 64 days from the date the invoice is due before sending any letter that might be classed as a letter before action. This is due to the attempt to maintain business relationships and services. Why, do people get offended if you ask them to pay you what is agreed? We always ask if people would wait the same amount of time if their heating broke down?

By using the legal wording which we provide for Free, you will be saving a lot of time and money which could be used to further your business.


 Of course, if your actions and our Free letter wording fails then it pays to call in a professional company such as AVC Debt Recovery who offer no win non fee as standard.

Contrcat Checking Service, Business Terms and Conditions Contract Checking Service

The use of Commercial Rent Arrears Recovery (CRAR) waives the right to forfeit the lease

This article was written and published by HCE High Court Enforcement who are AVC Debt Recovery’s preferred partner for recovery and enforcement.

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The recent appeal in the case of Thirunavukkrasu v Brar heard on 6th November 2019 confirmed that if a landlord has used CRAR to recover rental arrears they cannot then forfeit the lease by re-entry.

The recovery of money owed by way of undertaking CRAR, gave an unequivocal representation that the lease was continuing. This is in juxtaposition with the use of forfeiture which ends the lease.

In the case of Thirunavukkrasu v Brar, there were arrears of over £8,000 and the landlord instructed enforcement agents to exercise CRAR. The tenant then paid the total amount owed directly to the enforcement agents and this money was then received several days later by the landlord.

The timeline of events

  • Rent was due on 25th December
  • 18th January the landlord instructed enforcement agents to undertake CRAR
  • 1st February enforcement agents went to the property and took control of goods to recover a total of £10,533.20 including fees
  • 4th February the tenant transferred the total amount owed by bank transfer to the enforcement agents
  • 12th February the lease was forfeited by the landlord
  • 17th February the landlord received the money owed (totalling £8,270)

Before the landlord received the money that had been paid to the enforcement agents, the landlord decided to undertake forfeiture of lease. The tenant argued that the landlord had acknowledged the lease and therefore the right to forfeit was waived. The tenant took the case to the county court seeking damages for trespass and breach of covenant.


The court’s decision

The court’s decision was that, as the landlord had already asserted and undertaken CRAR, this was evidence that a lease was continuing and that there was a contractual agreement in place.

This is conclusive evidence that if a tenant is in arrears, landlords need to decide which of their these being either forfeiture of lease or CRAR.

If a landlord exercises CRAR then rent must again become overdue in another rental quarter before they can undertake forfeiture.

The landlord must therefore carefully consider which of these options is most suitable for their individual circumstances.


For the full review of the case visit



Business Terms and Conditions, Contract Checking Service Business Terms and Conditions

Advice on Payment Terms


Many SME’s do not realise that small changes to your payment terms could be an enabler for their businesses.

Many businesses use standard terms of business (some even cull other people’s Ts & Cs from the internet – really, we kid you not!) which may be missing the crucial clauses which could make it quicker, easier and more cost effective to recover your late payments.


Clauses that may be missing from your terms could entitle you to:

1.       Recover your own credit control or administrative costs.

2.       Recover the administration costs of pre-legal steps such as a Letter Before Action.

3.       Recover legal costs in a Small Claims Track case from both individuals and businesses using your business services.

4.       Seek an indemnity guarantee from directors of Ltd Companies.


As an example, inserting a Late Payment Clause could allow you to claim interest at 8% above base as well as a fixed sum of between £40 - £100 for every overdue invoice.

Free Lunch via a Free LBA


Good Day


It has been stated that 6 in 10 customers pay late at Christmas.

It might be worth analysing which late payers might be a potential bad debt at Christmas.

Visit our website page and get you free Letter Before Action Template using the words that the professionals use that deliver monies to your account. We also offer Free top tips on getting your monies in.

Use of our Free LBA has helped many businesses. No such things  as a free lunch? Have a look and see.

For those debts you are worried about our standard offer is No Win No fee and a Free consultation on contract law matters.



Research from the market leading debt recovery solictors has shown that correct use of an LBA has an 86% success rate in recovering debts with no further action required. Visit and download our template and take advantage of the only free lunch on the entire internet. Yes FREE.  


Take action and inform late payers that you mean business. It that does not work then we are the only debt recovery company that offers No Win No Fee as standard and a free contract law analysis.

Our deliverable and service will not only save you the time and hassle of chasing debtors, but we have a track record of getting your monies into your account. If we do not we do not charge you.

Please note that alongside our free LBA and tips on how to improve your credit control we are unique in that we offer  a terms and conditions service that is proven to reduce your exposure to bad debts and gives you an added tool in your bag. No such thing a s afree lunch? Try it.

The Dangers of Using Free Contract Forms


The Internet is full of websites listing free contract or agreement forms which you can download and use in your business. Some are very good, but in the same way you would use the internet to look up symptoms of an illness would you necessarily take the advice of which medicines to take for the illness.

It sounds great to save money by using these template forms instead of paying expensive legal fees. But what might be the downside of using these free forms?


1. Apply Best Practise

Use the same criteria of skills that you apply in your business to selecting law via the internet. We always say it is your business and saving money on legal fees is often good business and our model and advice is use them then have them checked. Maximise your time and business, but here we set out some of the pitfalls.


2. Selecting the Wrong Agreement or Document

Many people fail to understand the way English law works. Often laypeople will select forms to use for a transaction or agreement based on the name or title of the form. But selecting the wrong form may have consequences other than the one that is intended. For example, there is a difference between "Partnership Agreement" and "Joint Venture" or a License to use.


3. Overlooking the Crucial Clauses

No contract ever fails on the legal wording. They always fail because of the ways people seek to work with each other , which is when the wording of any legal document is tested. Therefore, consideration of the document when it goes ‘ Pete Tong’ is crucial. We always put in a waterfall Disputes procedure and clearly set out the effects of termination. Many of the free documents do not cover this area.


4. Not Knowing Your Rights

Under English law the basic premise is that if you sign something you are responsible, but there is UK legislation called UCTA that covers unfair terms. There are other areas that are not covered off with free documents and the recourse to solving them is always reverting to costly law.


5. Not Knowing What You Don't Know

It sounds simple but the danger is always not knowing what you don't know. Whether your document leaves a legal loophole that precludes you getting paid or is in fact unenforceable or the document is missing important clauses pertinent to your business industry, you may be leaving yourself wide open. Common sense tells you that you lock the door of your business when you leave at night. Why risk leaving the legal door unlocked. Always we have the dreaded beast Ambiguity, stalking at all times waiting to pounce. Ignorance of the law is no defence.


6. Omitting Crucial Language

Many of these documents omit crucial language. Not the legal language as they are always good at those, but the language of the ways of working and a one size fits all can never include that. In the world of lettings, the wording of notices is crucial. Clauses that we set out as standard such as fees for debt recovery and liability for newly incorporated firms are hardly ever included.


6. Not Tailoring the Contract to Your Specific Situation

There are always areas that are unique and specific to your business and these are never covered off in free documents. Does your business need contracts, or should you seek to KISS it with Terms and Conditions only and simple order crib sheet? Do you require a signature driven document that might increase your margin for error?  Free document forms are not sufficiently specific to address these questions.


Here at CW Contract Law and legal we offer affordable legal services and contract checking services staring at £90.00 (just Google contract checking service anywhere in the world and we are there in the top 5), so we recognise that free documents are good and we bolt on to the requirement to save cost whenever possible. We also offer a bespoke drafting service, but recognise that 90% of SMEs really don’t need signature driven contracts and could work simply using Ts & Cs.

We also offer a FREE consultation service and analysis and legal document before we quote you a price. If you don’t like the price then there is no charge. Who says best practise  contract law for your business needs to be expensive

Late Payment Law

The Late Payment of Commercial Debts (Interest) Act 1998 (and subsbsequent amendments) has two purposes. Firstly, to compensate creditors for the late payment of debts. Secondly, to deter late payment. It only applies to the commercial supply of goods and services where you don't have a provision for interest in your terms of business (if you haven’t got any why not?).


Simply: invoices that are not paid on time enables you to claim interest, compensation and (for orders placed after 16 March 2013) your reasonable costs of collecting the debt. Interest can be claimed at 8% over the Bank of England base rate together with statutory charges at a fixed rate of £40.00, £70.00 or £100.00 per invoice.


You can claim Late Payment Interest, Compensation and Costs if:


  1. You have supplied goods and / or services


  1. Your buyer bought for business purposes


  1. The contract is not a consumer credit agreement


  1. The contract does not contain a provision for interest


Both AVC Debt Recovery and CW Contract Law and Legal offer a free initial consultation on any debt or contractual paymnet issue over £600.00 and offer no win no fee as Standard on all business debts.

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Late Payments Increasing


Small and Medium sized Businesses across the UK are advising that late payment has increased compared with a year ago.

This is growing concern due to a new business confidence monitor report that has been produced by the Independent Chartered Accountants of England and Wales (ICAEW).

Nearly a quarter of SME’s surveyed in the United Kingdom reported that late payments are becoming a bigger issue than they were a year ago.

Small Businesses in six out of the major nine industries report that the issue of late payment is growing compared with 2018.

A Continuing lack of assurance over the whole Brexit saga is affecting some businesses and industries, but it should never be an excuse to allow a late payment culture to flourish and grow. The ICAEW was quick to point out though that the Government’s announcement of increased spending combined with tax cuts cut a positive picture for the future.


Late payments for small business is nothing new is nothing new. The roller coaster of late payment for SME’s in the UK seems set to be up and down for the foreseeable future and business owners are well advised to be on their guard.

Many small business fail every year due to not looking at credit control or debt recovery action to attempt collection of unpaid invoices. SME owners are urged to be attentive against any excuse for late or non payment.

Following the latest report, the ICAEW has urged 10 Downing Street to recognise that the UK businesses are facing other problems, not just those posed by Brexit.


Michael Izza, ICAEW chief executive, said: “The Prime Minister has promised Brexit by 31 October and the overriding priority of his government must be to get a good deal. More than anything else that will give business the stability it is crying out for.”

Buisness Debt recovery, Contract Checking Service Business Debt Recovery

Late Payment Increase for SMEs


Whilst there seems to be a tendency to blame Brexit for everything late payments have nothing to do with this and are an area that has always existed.

Small and Medium sized Businesses across the UK are advising that late payment has increased compared with a year ago.

This is growing concern as  se t out in a new Business Confidence monitor report that has been produced by the Independent chartered Accountants of England and Wales (ICAEW).

Nearly a quarter of SME’s surveyed in the UKreported that late payments are becoming a bigger issue than they were a year ago.

Small Businesses in six out of the major nine industries report that the issue of late payment is growing compared with 2018.

A continuing lack of assurance over the whole Brexit saga is said to be affecting some business industries. The ICAEW was quick to point out though that the Government’s announcement of increased spending combined with tax cuts cut a positive picture for the future.

Small Buisness Late Payment is nothing new. The roller coaster of late payment for SME’s in the UK seems set to be on the rollercoaster and Business owners must continue to be on guard

 And their cash collection on point.

Many SMEs collapse every year due to not taking exhaustive debt recovery action to attempt collection of unpaid invoices.

Following the latest report, the ICAEW has begged 10 Downing Street to recognise that the UK businesses are facing other problems, not just those posed by Brexit.

Michael Izza, ICAEW chief executive, said: “The Prime Minister has promised Brexit by 31 October and the overriding priority of his government must be to get a good deal. Let us see if stability after Brexit arrives.”

Contract Checking Service, Business Debt Recovery Negotiation, Contract checking Service



Regardless of any view on whether it is right to leave or stay in the EU we set out the negotiation stance and throw in a couple of quotes for good measure.

Well here we are once again with those who have never negotiated anything seeking to tie the hand of the UK negotiators seeking the best deal for leaving. Everybody who has ever negotiated will know that the first rule is that you never unilaterally take something off the table unless the other side do the same and to take off your main strength weakens you significantly.

Visit our website and see our top 10 Negotiation Tips.

You can be rest assured that whatever negotiation we enter on a client’s behalf we understand how to achieve the maximum and nearly always do.


“It always seems impossible until it’s done.” ―Nelson Mandela

“You just can’t beat the person who won’t give up.” ―Babe Ruth

“If you want to get something done properly don’t ask a politician”  – Colin A Ward

Contract Checking Service, Business terms and Conditions Contract Checking Service

Improve business cash flow and beat late payments with these 10 tips


Plans for growth can quickly be undermined if businesses can’t collect the money they’re owed. Australia’s small and medium sized businesses are owed $27.6 billion in late payments – affecting not only your firm but your SME clients ability to pay you.


The effects are real – almost half of business insolvencies in Australia due to inadequate cash flow.

So, with more companies being left out of pocket for longer periods, here are our 10 tips for prompt payment – for you and your clients.

1. Know who you’re dealing with

Before you even start a working relationship with a customer you’ll be invoicing regularly, weigh up how much of a risk they pose. Credit check unknown entities and ask peers or professional networks to discover whether they have a bad reputation for settling debts.

2. Consider the nature of your customer relationships

Is it possible you might arrange a retainer agreement with a client or become a permanent consultant to them? Such an arrangement guarantees regular income in exchange for being ‘on call’ or for providing an agreed amount of goods or services on a regular basis.

3. Charge upfront

Consider asking customers for a proportion of the total owed upfront in exchange for a discount. If they can make an ultimate saving by paying, say, 50% on day one, you may be surprised how many clients cooperate.

4. Revisit payment policies

Ensure payment terms are clear from the outset, written into any agreements and explicit on invoices. Also consider renegotiating payment terms, perhaps offering a discount for early settlement of bills

5. Make it easy for clients to pay

The easier you make it for customers to pay you, the quicker the funds will be in your account. Cloud-based software allows invoices to be issued automatically, followed up as soon as they’re overdue and easily reconciled by the recipient. Digital invoices typically include a ‘pay now’ button to enable customers to click straight through to settle up immediately.

6. Automate chasing payments

New technology offers several inexpensive and easy-to-use products to do the hard work. Credit control apps such as Chaser, Satago and Fluidly send reminders about payments automatically before payments are due and then chase outstanding invoices if bills remain unpaid.

7. Prevention is better than cure

Automate payments to make late payment a near impossibility. Using a ‘pull’ payment mechanism, such as Direct Debit via a provider like GoCardless, means that cash owed is collected from a customer’s bank account automatically. This works even if the sums involved vary from one bill to the next. Funds arrive quickly and reliably and failed payments almost never occur.

8. Have a back-up plan

If you’re left out of pocket, how will you cover day-to-day expenses? Research alternative sources of finance to plug gaps in your cash flow, such as extending the business’s overdraft, taking out affordable short-term loans or using invoice discounting or factoring.

Many firms don’t want to resort to these options, but having an emergency plan is sensible to avoid business disruption or, worse still, becoming a late payer yourself.

9. Focus on client relationships

While tech can do a lot to improve payment processes and make cash flow more reliable, don’t neglect the human aspects of business relationships. Cultivate the individuals who handle payments within companies you’re billing. If you have an existing link with the right person, any communication over payments is likely to be more smooth, swift and productive.

10. Deal with repeat offenders

Develop a strict approach to handling persistent late payers. If you don’t get paid on time, be wary about continuing to work with the debtor concerned. Also, think about adding late payment penalties to contracts to dissuade clients from leaving you waiting for money in the future.


Buisness Terms and Conditions, Contract Checking Service Business Terms and Conditions

Remember at all times that cash is king, so avoid being a busy fool and improve your credit control.  It isn’t offensive to ask at point of sale who is going to pay you and have they got enough money to do so, but it is offensive to not get paid.

Too many companies give the wrong signals when it comes to asking the questions youi should aks at point of sale.  if you are lax in following up with customers to check that your invoices have arrived safely and are on their ledgers, they may assume you are similarly relaxed when it comes to payment due dates.

Ensuring invoices are paid in a timely fashion can become an art for many credit controllers, in terms of striking the right balance between being proactive versus not wishing to agitate trusted customers.

 There are a few different ways in which you can help to avoid delays:

  1. Send invoices by both email and post – this way it is more difficult for the client to make the argument that they did not receive it.
  2. Ensure that details are clear and correct – a more straightforward invoice will be less likely to incur questions around why it was raised, which can also be used to slow down the payments process.
  3. Include clear payment terms and conditions in the initial contract. The trusted email please find attached our terms and conditions, which can then easily be referred back to when required.
  4. If you do take on a new client that you are unsure about, do not be afraid to request advanced payment so that this is made before products/services are supplied.
Contrcat checking Service, Business Terms and Conditions Business Dispute Resolution

Ten ways to improve your chances of success when settling disputes


If your business is involved in a commercial dispute, you need to understand how to deal with the pressure and apply it on the other party when trying to reach a settlement. We say to everybody never think that the law is on your side any you will prevail and never take someone on as a matter of principle. Always follow the money.

Settling a dispute satisfactorily can save your business a lot of money, effort and anxiety. So, what is the key to getting a favourable outcome?

1. Know which terms apply

Whether written, oral or both, knowing which contract terms you're arguing over enables you to apply more pressure. If you're claiming that your standard contract terms apply, for example, and can show the other side agreed to them, you're in a much better position.

If a specific agreement was being negotiated but you started work before a final agreement was signed off, you're in a weaker position. If a contract is partly in writing and partly oral, what you said and did (custom)while performing the contract can count against you if there's a later dispute about what was agreed orally. If terms are ambiguous or unclear, the court will decide what a reasonable person would have thought you agreed - and that might not be what you think you agreed.

2. Keep adequate records

Maintain proper written record of negotiations leading up to the contract in dispute (send a simple email when you agree what is agreed), because the court will sometimes look at pre-contract negotiations to construe what the parties intended in the eventual contract. Parties without proper records will have a harder time arguing the accuracy of their version of events.

3. Don't make offers that later prejudice you

Negotiate in confidence. Know when making your settlement offer that 'without prejudice' means it can't be referred to in court to your possible detriment if negotiations break down. However, just adding the words 'without prejudice' is not enough: they must be attached to a genuine offer to resolve a dispute.


4. Deal with someone with the necessary authority

The other side may try to argue that the person with whom you negotiated lacked authority to make the contract (especially if they've since left) and this is a classic negotiating tool of the Japanese. However,  if their title implied they had authority or was put out to you as authorised to enact any agreement then you are on stronger ground..

5. Ensure proper handover of information

If the employee who negotiated the contract on your behalf is to leave, make sure there is a proper handover of information, with full notes and a debrief. Otherwise you'll find it hard to rebut allegations about what they said. Keep their emails filed sequentially. Ensure your personnel procedures show a clear defined audit trail.

6. Don't just ignore it

If you ignore or fail to take action in any dispute or don't rebut points raised by the other side, there is a chance a court may later see this an admission of being in the wrong.

7. Don't rush to court

The threat of court is always stronger than court itself. The court process is a blunt instrument and often death by a thousand procedures. There are alternatives, such as mediation, commercial dispute resolution or arbitration, which can lead to a quicker and cheaper settlement. If you're going to court, some types of dispute require specific protocols, for example, putting your case and providing information to the other side, which is designed to encourage settlement before it reaches court. Failure to do so means you risk being penalised in costs at any subsequent court hearing.


8. Don't dig in on your strict legal rights

Negotiating from a position of certainty about your legal position always sounds good, but English law is based on precedent and there is always another Judge who turns over the strongest position, so bear that in mind when you shout "see you in court," where often the only winners are the legal fraternity, who always get paid. Relying on your strict legal rights is akin to relying on politician to answer a question truthfully – it can leave you disappointed..

9. Learn to recognise tactics

For example, if you're taking someone to court they can tell basic lies which makes you madder and less flexible and stops you thinking clearly.

In any negotiation the other side is never a strong as you think they are and the law is pretty much the same.

Assess the strength of your case and assess your time and focus costs as any loss of focus on sales is a cost.

10. Get the wording of your settlement right

The courts are full of cases where the wording of settlements has left businesses out of pocket. For example, a payment in settlement of "all claims made" in a construction dispute didn't prevent a new claim being raised afterwards in relation to the same job – because the words "all claims made" don't cover future claims.

Contrcat Checking Service, Small Business Debt recovery Business Tess Terms and Conditions

Late payments causing you a headache? Securing Payment could be easier than you think


For many businesses, maintaining the balance between timely payments and healthy customer relationships can often feel like a difficult task. But in 2018, speeding up the payments process can be much easier - and more straightforward - than you might think.

You can visit our website and download a free letter before action and tips. This often secures payment without the need for further action.

Many businesses do not realise that it is enshrined in law to claim interest and compensation to help ease your inconvenience. Under the Late Payment of Commercial Debts (Interest) Act 1998 and subsequent amendments, you can claim interest and receive fixed-sum compensation if payment isn’t received.


Compensation brackets are as follows: £40 for invoices up to £1,000; £70 for invoices between £1,000and £10,000 and £100 for invoices over £10,000.


Many businesses have a perception that chasing late paying customers through a debt recovery agency could damage relationships with their customers but this is often fear for fear’s sake as our experience is that customers have no objection to paying what is rightfully due to our clients and the relationship between the two parties often continues with future trading – if you want to that is..

By failing to deal with late payments, businesses are suffering financial damage by not asserting their late payment law rights. Late payment doesn’t only affect your bottom line – it can also put your cashflow and day-to-day operations at risk and threaten your survival. It’s important to get what you’re owed without unnecessary delay, and taking a professional approach to this process is vital.


As specialists in debt recovery and negotiation we have found that communication from us (telephone, letter and email, we use the full range and don’t use the three stage form letter approach adopted by many solicitors ) is far more effective in moving a late payer to action.


Reminder letters from businesses that are owed are often ignored especially when adopting the English reserve (“We are really sorry to contact you to ask for our monies” – “oh you are short of cash this this month” “So sorry to call” - Yes we have heard that call before) of asking for monies you are due. Solicitors like to state that calls from debt recovery agencies are not always welcome, but whilst the TV and movie  persona  projected does legitimate one’s no favours (have you seen the latest incarnation money lender in Coronation Street?)  our involvement as part of your credit control process can be extremely useful. Thanks to the efficiency of the AVC Debt recovery business model, we inject impetus or as the French put it the élan of AVC Debt Recovery and our coast effectiveness adds value to your business.

Business Terms and conditions, Contract Checking Service, Business Debt recovery Contract Checking Service

Liquidation and Insolvency


Here at AVC Debt Recovery we use these phrases to people when we are asked to collect debts from Ltd companies. Simply put Liquidation and Insolvency amount to the same thing – the inability of a business to pay their debts – but it´s important to understand the differences between liquidation and insolvency. The levels of insolvency vary. For a company it is £750.00, for an individual or a sole trader it is £5,000.00.


Insolvency can be considered a financial “state of being”, when a company is unable to pay its debts or when it has more liabilities than assets on its balance sheet, this being legally referred to as “technical insolvency”. In a nutshell there are 2 forms of insolvency “cash insolvency” and “balance sheet insolvency”. To get our clients paid we see the former as the most dangerous.

Liquidation is the legal ending of a limited company. It will stop a company from doing business, or employing staff.

It is also possible to be technically solvent and unable to repay debt. This occurs when a company is “cash insolvent” and with assets that exceed its liabilities, but unable to source additional funds.

In these case a  liquidator can be appointed to administer the liquidation of the company’s assets and to distribute the proceeds to creditors, in accordance with the provisions of the Corporations Act.

A technically solvent business may also go into liquidation when their shareholders wish to realise the value of large accumulated reserves in a tax-efficient way.

In these cases the company is placed into Members’ Voluntary Liquidation (MVL) by a n insolvency practitioner and is  appointed as Official Liquidator.

The above differences between insolvency and liquidation show that simply being insolvent doesn’t necessarily provide enough grounds for a firm’s creditors to petition for a compulsory liquidation of a business, legally known as Court Liquidation, as in some cases the indebted may even be paid back.


To start a Court Liquidation process in the UK the value of the debt must exceed £750.00.

A creditor will serve a Statutory Demand (or Winding up  Notice or Petition ) on the company to pay a debt pursuant to section 459E of the Corporations Act. Failure to pay the money demanded means there is an “assumption at law” that the company is insolvent which will conduct an application to the Court to have the company wound up, i.e. liquidated.

In all above circumstances, the powers of the directors cease upon the appointment of a liquidator, who immediately takes full control of the business and investigates all actions taken by the directors while the company was trading.

While the approach to corporate governance is diverse from one country to another, in the main the duties and liabilities of European directors have a large degree of commonality so Brexit will not affect this.

Directors of limited companies may find themselves personally liable for the debts and obligations of their company under certain circumstances under the Companies Act 2006, but this is rare and the Registrar of Companies acts rarely. Company directors can also be struck off for periods of 7 years.  If a company director is  convicted of bribery, may also face imprisonment in addition to being disqualified from holding a director position for up to 15 years.


Here at AVC Debt Recovery and CW Contract Law and Legal we look at the insolvency of the company when collecting debts as our maxim is always follow the money, If you have any debts then our track record of success including the issue of Statutory Demands and Winding up Petitions is second to none.


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Offices in Surey and Dorset:


How Do You Chase Unpaid Invoices?
Here are some FREE tips.
When all else fails call in the expert. Here at AVC Debt Recovery we offer no win no fee on business debt recovery as standard and have a track record of getting monies where other have failed.
When you’ve completed work that the client does not dispute, they should then pay for your services within a reasonable timeframe. That is the basic premise of the world of business continuing to operate.
However your payment terms come and go and suddenly its 3 weeks past your standard payment terms and you still haven’t received the payment. At this moment you may be worrying that a late payer will turn into a bad debt and you are spending your valuable time chasing monies that should be in your account.
Despite the introduction of the Prompt Payment Code in 2014, 23 percent of Britain’s small and medium-sized businesses are still pushed to the brink of insolvency as a result of late payments.
Here are some simple strategies you can employ to get payments in on time while maintaining good relationships with your clients.
1. It’s not rude to chase your invoices
Never be frightened to ask for payment for goods/services delivered and don’t feel you are being rude chasing an invoices is all part of the course. In the early days, it can feel rude to contact a client to ask for payment. It’s not you who are rude asking to be paid it is the client not abiding by the payment terms who is being rude.

2. Set sensible payment terms
Asking for immediate payment means you are chasing the monies before the invoice arrives. We always state using pre payment or 7 days as the minimum. Chasing invoices unnecessarily is a cost.

3. Set payment terms expectations at point of sale or order
No one likes to talk about money, but setting the client’s expectations by discussing your payment terms early on can prevent problems further down the line. Explain when you will invoice the client and what the payment terms will be. Most small companies tend to opt for a 30 day payment term, while larger companies might be happy with 45 or 60.

4. Inform your clients about late payment charges
Make sure you set this out in your Ts & Cs. Government legislation has been introduced that allows small businesses to charge up to 8 percent interesover the BOR base rate. The law allows you to pass any debt recovery costs onto the client, but only for business clients so ensure this is set out in your Ts & Cs if you are swerving domestic clients.

5. Don’t work yourself up unnecessarily
Make a polite telephone call as human error is to blame for most late payments and for larger companies it is often down to scheduling or processes. However remember that agreements trump processes despite what accounts payable try and tell you. Get a payment date form the telephone call.

6. Send them a Late Invoice Letter or Reminder and attach it to an Email.
Your initial payment reminder should be polite and written in the right way. Simply stating that the payment is now overdue is often enough to prompt payment. Something as simple as the following is fine:
Dear Sirs
Further to our telephone conversation we confirm that Invoice 1001 was due for payment on stated date). Your prompt payment would be much appreciated and for your reference we have  re-attached the invoice (and any PO.
Many thanks, Name

7. Send a statement of outstanding cost
If no payment is forthcoming and you do not receive a response from the client asking for an extension, you should then send another email. This time, explain that the invoice is now overdue and include a statement of the outstanding cost adding the Statutory Charge due under the law. The email should still be friendly and polite in its tone.
At this point, you might also want to think about whether this is a debt and its potential to become a bad debt. If you still have outstanding work for the client, you may wish to consider moving it back slightly (without transgressing any contractual obligations, although non-payment should always be a breach without remedy that cannot be used to apply set off of payment). Don’t be a busy fool continuing to work for someone who is not paying you.

8. Give them one last call to chase payment before action
Don’t give them a chance to ignore emails and letters. If you’ve followed the steps 1- 7 above advice above and still haven’t received the money, you need to perhaps ask the question: Is there’s an issue with the payment. It may be that the client is experiencing cash flow problems of their own and wants additional time to pay, so you need to assess the risk factors. Asking the right question should give you a clearer idea of their intentions, and help you decide what course of action to take next.

9. What if they still don’t pay the invoice?
If the client still doesn’t pay, then you need to continue to chase or call in the experts, although don’t let it consume your life or take too much time out of your working day, but make sure the client knows you are not willing to let it lie. If payment is promised, ask for the date it will be made by. You should also cease all work for the client until the invoice has been paid.

10. Should I consider legal action for unpaid invoices?
You may wish to go via the court system yourself, but a good debt recovery company will advise you of your chance sand will act robustly and free up your time. Of course you will have to pay them a percentage, but a large percentage of something is always infinitely better that 100% of nothing and the time and angst that the court process enacts on small traders.    
How can we help?
If you have clients who are paying late or you have a later payer who you think might become a bad debt call us now for an immediate free business debt recovery consultation.


Small business debt recovery, Contract checking Contract checking Service

The steps Small Businesses should take when chasing debt


(Small companies total 99.9% of all UK companies, some 4.8m. At the last count monies owed over terms was running at over £34bn.)


Agreeing what is agreed at point of  engagement usually precludes debts as does invoicing early and chasing payment. This should help keep cash flow healthy, but sometimes polite reminders aren’t enough and the money you’re owed does not appear.


Deciding if and when to take more serious action can be tough for any small business. The good news is that there are options for you and taking your customer to court is a last resort.

You could start a legal proceeding yourself or engage a reputable a debt recovery agency.


To make a claim yourself you can Google Money Claim Online and follow the procedures. Whilst this will mean that if you win you obtain judgement there is no guarantee that you will get you the money as 66% of County Court Judgements are never satisfied.


That is where a debt recovery agency comes into their own as they not only advise on your chances of winning and getting paid, but they increase your chances of getting paid after any judgement.

A good debt recovery agency will handle all correspondence and legal processes on your behalf, taking the burden from your shoulders and good one’s usually offer a “no win, no fee” a standard, but will of course expect to get paid so will take a commission of 155-20% so that means recovery of 80%-85% of your money as opposed to 0%. 


Another factor is that in almost cases you cannot obtain costs for any recovery of debts under £10,000 and winning a judgement may give you satisfaction on principle do not pay bills. In many cases a debt recovery agency can get payment where others cannot as good one’s will know the law, but are not charging solicitor’s fees. They will look at your legal cases, the status of the debtor and assess whether there is a collectable debt. If a no win no fee debt recovery agency will not take a debt on then it may not be a recoverable debt. The Late Payment of Commercial Debts (interest) Act 1998 and subsequent amendments allow interest to be added at 8% above base rate as well as allowing reasonable debt recovery fees to be added and this is an enabler to prompt many debtors into paying.

A good debt recovery agency will also give you the option of insolvency proceedings, but this is expensive and if it happens and a and a business is made bankrupt or wound up, other organisations may be owed money too and they will also be eligible for a share of the proceeds.

When the sale value of the assets doesn’t cover the debt, you will only get some of what you are owed. Where the company that owes you money has little or no assets, you might not get anything back, and you should take this and your legal fees into consideration when choosing if it’s worthwhile to proceed.


The rule of thumb for any small business is that you work hard so you should never feel bad about putting pressure on a customer to pay off their debts, and that a customer who has ignored your first phone calls and deadlines is likely to continue to do so unless something changes.

If somebody isn’t going to pay you, and you’re going to spend a disproportionate amount of time you should spend creating money and delivering your goods and services trying to get them to pay you, ask if theirs is the custom you want, regardless of whether you are desperate for business.


Being assertive from a contractual relationship in asking for monies you are owed is not being aggressive.  If you are selling then the buyer agreed to pay you then that is unequivocal and non-negotiable. If you are not being paid on time don’t let a late payer become a bad debt.

However, whatever you do if you decide to write you own legal letter don’t be tempted to make legal threats at the law on harassment is quite clear and don’t be tempted to forge a legal letter.


Payday lender Wonga was ordered to pay £2.6m in compensation to customers after it sent out fake legal letters.


A good debt recovery agency will never make idle threats against debtors and only ever set out the full force of the law of contract. Legal action is always the last resort when everything else has failed.

Contract Checking Service, Business terms and conditions Contract Checking Service

Prevent Late Payments Going Forward


Take these simple steps to improve your chances ensure timely payments in 2019.

  1. Issue professional looking invoices: 

Use invoice templates to create consistent templates that look professional. Keep them streamlined so key information (amount, due date, where to send payment, etc.) stands out.

  1. Issue accurate invoices: 

Make sure your invoices are complete and correct. Double-check things like PO numbers or references agreed and especially who the invoice should be sent to and the address. Don’t let an over eager salesperson overlook this. Many invoice payment delays are due to honest mistakes.

  1. Send timely invoices: 

Try invoicing as soon as the work is completed or product delivered. Unless you have a different agreement with the client (such as sending one monthly invoice), this is a good way to get paid faster.

  1. Don’t issue immediate payment terms

Unless you are getting pre payment then immediate often adds costs to the collection process as effectively you need to start chasing before the invoice is processed, so incorporate a reasonable payment retime such as 7 days.

  1. Set out for late payment penalties in your Ts & Cs

Reference the Late Payment legislation in your Ts & Cs and be prepared to enforce the provisions of the Late payment Act(s). If you haven’t got a set of Ts & Cs.


For more tips visit:




Business debt Recovery, Business Terms and Conditions Business Debt Recovery Agency

Reasons Why an Invoice is not Paid On Time


A lot of businesses find themselves wondering why their invoices are not being paid on time. With the doomsday scenario of Brexit being thrown at us every day some companies do not need another excuse not to pay you late. S some business will go through tough phases in their financial year which could lead to invoices not being paid. However, there are usually an underlying reasons as to why they do not pay you on time.


  1. You do not have a process at point of agreeing the order for invoicing

A lot of people good at selling forget this. Payment should be set out in your terms and conditions and if you are one of those companies that do not have terms and conditions then set it out in an email or letter. Here in England we seem embarrassed mentioning sex or payment terms but do not let English reserve (as set out by John le Carre in Tinker Tailor Soldier Spy) stop you being clear about what is required for payment and when.


  1. Your Business practices are passive and you are shy of using Business Debt Recovery

A lot of businesses are very laid back when waiting to receive payment on their invoices which a lot of debtors take advantage of. If your business has a laissez-faire pay me later approach, this gives the debtor an opportunity to leave your business as its least priority when it comes to payment. Make sure your business practices align with your agreement set out in Pint 1. Never be frightened to remind someone that an Englishman’s word is his bond and as such  payment is due and you expect invoices to be paid on time.


  1. They are not satisfied with the Product/Service

One of the primary reasons for debtors to pay late is the dissatisfaction of the service/product they have received. In addition there could  have been complications to the service or product which lead to an unwilling debtor. For example in some areas such as construction or service industry there can be interpretation of the status of the deliverable. Again Ts & Cs with a properly set out disputes procedure will help to ameliorate this. Having processes also helps to ensure satisfied customers.


  1. The business you supplied have Cash flow issues

One of the common reasons for late payments is an occurring issue of cash flow from businesses. It is important to communicate effectively with customers to find the reasons as to why they are struggling with cash flow issues and perhaps offer a payment plan as a gesture of goodwill, notwithstanding that establishing best practices at point of sale often precludes the company citing cash flow as your issue.


  1. Your Business doesn't know the Late Payment Law

Under the Late Payment of Commercial Debts (Interest) Act 1998 and subsequent amendments, companies can claim interest and also receive fixed sum compensation if a payment is not received or if a payment is late. Although the law is there to protect businesses from the damaging effects of late payments, some companies (especially small traders) seem reluctant to us it. In some instances, people assume that instigating debt recovery or hiring a debt recovery company will harm commercial relationships.

Contract Checking Service, Business Terms and Conditions Contract Checking Service

Going into the festive season we remind everybody that your New Year’s resolution should be  to have a set of terms and conditions.


Top tips for setting out your terms and conditions

1.      Draw up a list of the key commercial terms that you wish to operate with your customers.

2.      Remember your Ts & Cs are about setting out how you wish to trade.

3.      Draft bespoke, don’t nick or copy others on the internet.

4.       Think of Amazon. Millions of products billion dollar profits one concise set of Ts & Cs.

5.      Think of all the scenarios of what could possibly go wrong and then set out what you would do in each case.

6.      Imagine the most difficult customer scenarios possible in doing this exercise.

7.      Think about how you do business, not the legal clauses as this is where business falls down, not the legal; wording on force majeure and severability

8.      Put yourself in the shoes of your customers and make sure the language is at their level and user friendly. Hiding everything on one page in the smallest font possible will not endear you to your customers and is not best practise.

9.      Always put in what you will do if you do not get paid. Think about adding the cost of recovery and interest to late payers.

10.  Don’t forget about revisiting form time to time. Revisit and update, as and when required.

11.  When in doubt, seek help.

12.  Visit where you can obtain a bespoke set of Ts & Cs for as little as £180.00.


What advantages does a bespoke letter from AVC Debt Recovery have over other standard debt collection letters?


Collecting monies you are owed (debts) can prove to be a tricky task. Many people we speak to voice concerns about the difficulties of chasing a debt, without chasing away their clients. Debt collection practices have come under the spotlight in recent years, with many people expressing a negative opinion towards unorthodox debt recovery methods. A debt recovery letter from us allied to our proactive use of the telephone may be more beneficial to you than a standard from letter from a debt collection agency.

It is all about the detail of your business that we include that differentiates us.

An AVC Debt Recovery letter comes with a lot of benefits. One of the main ones is that we have asked you for the information that is required to ensure the specifics are in the letter and we can align it with the regulations and potential pitfalls when chasing a debt. We want you to retain the client, but we are tasked by you with being assertive to get your monies into your account.. The law on late payment is quite clear and there for a reason, so nobody should be frightened to set that out to a non-paying client, with clear concise non emotive language. A letter from AVC Debt Recovery can be just as quick and cost effective as more traditional debt collection methods, but will additionally provide a more formal and sincere way of requesting payment before legal action is escalated.


We provide you more options

For the full text of this article please visit

Contrcat Checking Service, Business Terms and Conditions Business Debt recovery

UK’s late payment culture shows signs of improvement


The time it takes to pay suppliers across the UK has improved by 14 per cent, with payments taking on average 42 days in 2018 compared to 49 days in 2016. The data compiled by Tungsten Network, a global e-invoicing provider, shows that the time from invoice submission on its network to payment has steadily improved since 2016, coinciding with the UK Government requiring larger businesses to start reporting their payment practices in April 2017.


Figures also show the UK is performing much better than the rest of the Europe with payments being made in 42 days on average versus 52 days on the continent but lags one day behind the US. In producing the data, Tungsten Network has analysed more than 19 million global transactions involving 100,000 businesses that have passed through its e-invoicing platform since 1st January 2016.

Of the transactions analysed, 19.4% of the 1.69m payments made to UK suppliers have been from FTSE 100 companies, which take on average 42 days to pay UK suppliers, the same as the current overall average for the UK.


Prompt payment is crucial to all businesses large or small, so it’s encouraging to see from data that the UK payments culture has seen some improvement over the past two years. Nevertheless, instances such as the collapse of Carillion indicate that late payments to suppliers continue to be rife in certain sectors of the UK economy.


The decision by the government to push for greater transparency of payment practices among larger businesses shows positive intent. It will be interesting to see whether the government’s proposal, encouraging large businesses to appoint a board member to be responsible for making sure invoices are paid on time, has any impact on the payments culture across the UK.

Business Terms and Conditions, Contract Checking Service Business Terms and Conditions

An Issue not to Ignore when You are in Business


When you are in the early days of starting up your business, there’s a never-ending list of tasks to complete. Sorting out the terms and conditions of trade is not at the top of people’s list although it should be. Getting your product market ready, finding customers and marketing your product take priority in the start-up process.


Neglecting this less glamorous part of your business, however, could impact your cash flow through delayed payments and having to pay for materials before taking payments.

In a worst-case scenario, you could end up spending lots of money waste your valuable time on debt collections then realise the late payer is a bad debt. . A bespoke set of Ts & Cs from CW Contract Law and Legal will cost you around £220.00, so why take the risk.


Late payment is a fact of life for small businesses, as customers often give lower priority to bills from small firms. With the right terms in place, however, you can ensure that you get paid first. Get your terms right and there’s no excuse for slow payments.


Protect your business

If you don’t specify terms and conditions you put yourself at risk of uncertainty, misunderstandings and the word ambiguity! It is crucial to establish the actual arrangement between the two parties involved in any deal. You need to cover yourself, so clients or partners have no opportunity to go back on their word (some will anyway, so reduce your risk at point of agreement of sale).


If there is nothing in writing there is no proof. If the terms are in writing, it is evidence you can produce if you need to.”

In a nutshell terms and conditions protects you as a business and have an important role to play, so much so that there are huge numbers of precedents about terms and conditions within contract law. They define all matters and the duties, rights, roles and responsibilities of the parties involved in any agreement or contract.


What to include

Look upon simple well drafted  Tso & Cs akin to Channel 4 bake off.. A recipe for a good cake without a soggy bottom – a recipe for doing business and having absolute clarity on your business agreement and the way you wish to do business. They should set out what the agreed terms are between parties and more importantly what happens if things go wrong or one party wants to leave or is unable to continue. Terms and conditions can also save a lot of money by addressing all the facets you want included at the outset. This in turn avoids disputes later on about what might or might not have been agreed.

The exact elements to include depends on the individual business but you should consider including:

a.         A clear definition of what products or services will be provided

b.         Setting out the payment terms – when is payment due

c.         Any guarantees or warranties offered

d.         Timelines for delivery and any queries

e.         Specifying what happens if either party doesn’t deliver or pay or wants to end the relationship

f.          The term of the agreement and what notice is required to get out of it

g.         Which law shall govern the contract


Some things must be included on the invoice. There is a legal requirement for invoices to set out the business name and address as a minimum. Additionally, if they are a limited company they must set out the company name; the company number; where it is registered; the registered office address, which may be different to your actual trading or correspondence address. If you want all the names of the directors include, but  all the names of the directors — not just some of them. If the business is registered for VAT, it must state the VAT number.

There is no legal requirement to include terms and conditions on invoices though many people put their terms on the back of them. However, if you send your invoice 30 days after delivery and the other party has sent over their terms their s will prevail so we say send over your Ts & Cs at point of agreement.


When things aren’t clear

Failing to specify terms could have a serious impact on your cash flow. You may end up in a situation where the customer thinks they will pay at the end of the project and you think you are being paid at the beginning or in stages, so you could end up having to pay for materials and staff before you have received the money from the customer.

“Equally, if you do not specify so in your terms, you may have no right to charge interest for late payment, so again you will be out of pocket if a customer pays late.”


One size doesn’t fit all

It is crucial to make sure your terms are specifically written for your business – you can’t assume another business will have the same needs as yours. Some people take flyer and cull someone else’s of the internet. Whilst there is a lot to do when starting a business it pays to get your Ts & Cs right at the start and update them as you grow. 


When you are in the early days of starting up your business, there’s a never-ending list of tasks to complete. Sorting out the terms and conditions of trade is not at the top of people’s list although it should be. Getting your product market ready, finding customers and marketing your product take priority in the start-up process.


Neglecting this less glamorous part of your business, however, could impact your cash flow through delayed payments and having to pay for materials before taking payments.

In a worst-case scenario, you could end up spending lots of money waste your valuable time on debt collections then realise the late payer is a bad debt. . A bespoke set of Ts & Cs from CW Contract Law and Legal will cost you around £220.00, so why take the risk.


Late payment is a fact of life for small businesses, as customers often give lower priority to bills from small firms. With the right terms in place, however, you can ensure that you get paid first. Get your terms right and there’s no excuse for slow payments.

Buisness Debt recovery, Contract Checking Service Business Debt Recovery

Four Good reasons to outsourcing debt recovery


Many businesses wonder why they should outsource their debts. Why should they pass or leave their debts to an external source instead of dealing with it themselves? Collecting debt and effective credit control sounds simple, but when looked at closely it really is not. There are a lot of reasons to why companies can’t deal with recovering debts and we are in place to offer you a solution.


We have reasons to believe that companies should outsource their debts to us. Here are 4 reasons.  Our solutions offer businesses a logical way of dealing with debt recovery. Here is how


1.It Minimises costs

Every company has a budget but our budget is that we are so confident of our ability to collect debts that we offer no win no fee as standard. Also within our small team here we have people who know numbers and run businesses so we understand fixed and variable costs. We also say that recovering 80-85% of something is always better than 100% of nothing. We offer a free LBA and as part of our service we will offer advice to those who want to go it alone. Since started trading many clients have used our free LBA effectively


2.  It Saves Time

All the best companies are created by those who can sell. Selling and creating is a skill. In the same way you would not ask Harry Kane to play in goal we ask why those who develop their companies by being sales and creative focused seek to do their debt recovery. We have the resources that enable you to do what you do best. At AVC Debt recovery we are able to communicate with debtors locally and internationally whilst using the correct procedures in recovering the debt owed. We work diligently in recovering your debts without any hassle for you.


3. Reduce your stress

Debt recovery is frustrating and stressful for businesses and interrupts a lot of plans in all types of businesses especially SMEs. We have worked with many businesses from different sectors which gives us the expertise in recovering debt for all our clients. We take the weight and pressure off to enable them  to move forward and achieve their goals.


4; See the results


By outsourcing your debt to us, you will find that your business will become more proactive knowing that this important facet is taken care of. We offer fixed credit control packages or the best value debt recovery in the business. Try getting no win no fee in SEO or marketing. By choosing to be our client you will also find that you will have more time to dedicate to other aspects of your roles in your market and your productivity will flourish. 

Contract Checking, Contract Checking Service Business Debt Recovery

UK Business Debt Rises by a Quarter


The total value of UK business judgments rose sharply - by 25% - during the first quarter of the year, according to figures released today by TrustOnline.

Over the same period, the number of online searches by people checking judgment status grew by 7%, compared to Q1 2017, to just under 75,000 searches. 

TrustOnline is the only online source for UK judgment information about other people and businesses.

During Q1 2018, just over 33,000 business judgments were registered in the UK, 8% more than the total issued in Q1 2017. The average value of a business judgment also increased, rising by 16%.

As a result of these changes, the total value of UK business judgments in the county courts sharply rose by a quarter compared to the first quarter of 2017.

These statistics cover county court judgments registered in England and Wales; simple procedure, ordinary cause and small claims decrees registered in Scotland; and default and small claims decrees from Northern Ireland. 

Malcolm Hurlston CBE for Trust Online said, “Judgments against businesses clearly show failure in financial management. This quarter's increase is a warning sign and it would be good to see an equivalent rise in searches.”



During Q1 2018, TrustOnline handled 74,649 online searches from the public for judgments in the UK; many more are expected in 2018 with more judgments to search and a mobile friendly version ready for launch. A search of all UK registers costs £10; a search within one of the following three jurisdictions: England and Wales; Scotland; or Northern Ireland, which is likely to be enough in many circumstances, costs £6.


Judgments against businesses Q1 2018 (compared with Q1 2017)
  • Total number: 33,010 (up 8%)
  • Total value: £105.1m (up 25%)
  • Average value: £3,183 (up 16%)


This article was originally published as a BLOG by Yuill & Kyle, Glasgow. 05 June 2018  Written by macroberts 

Contract Checking, Contract Checking Service Business Terms and Conditions

Invoicing Get It Right and it Pays Dividends


As a business owner, invoicing may seem like a tedious, straight forward task that doesn’t require your full attention. But, it’s absolutely crucial if you want your business to maintain a positive cash flow.


To ensure that you get compensated for your goods or services on time, you need to prevent these mistakes. Here are some points to help you.

1. Forgetting to invoice.

Obvious? Sure. But invoicing can sometimes slip the minds of business because they’re so busy making the next sale opr the next cost saving initiative. There are even some circumstances where a business owner doesn’t send out a bill.

Remember, it’s your responsibility to send out an invoice. Make invoicing a priority so that you don’t forget. A good salesperson always talks about invoicing at point of sale

2. Procrastinating.

The best time to send out an invoice is immediately following the completion of a project or a sale. Unless you have another financial arrangement with your clients or customers, you can’t afford to wait to send out an invoice.

Those who invoice the same day that the job is completed (as opposed to waiting two-plus weeks for your billing cycle) are almost 1.5 times more likely to get paid.

3. Not following up on unpaid invoices.

Even if you’ve made invoicing a priority and send them out immediately or frequently, there will be times when the client misses the due date because they misplaced the invoice, simply forgot about it, or are just not good payers.

As in the sending of invoices it is your responsibility to follow-up on unpaid invoices. Contact the client immediately to find out what’s going on and use invoicing software that send out automated reminders.

If the client is unresponsive, you may have to take steps like sending an LBA or appointing a debt recovery agency.


4. Having unclear terms

Avoid using ambiguous language when writing out an invoice. If you want the client to pay the invoice quickly, make sure that you include clearly stated item descriptions, prices and quantities.

If your clients also need to clearly understand when the payment is due by use immediate, or 7 days, although we found that those who put immediate on their invoices get paid slower than those who put 7 days and also spend less time chasing as an invoice that is later when it arrives causes confusion.

5. Not agreeing what is agreed and setting out the terms.

Here’s some killer words of wisdom from Sir Richard Branson, “In an ideal world, a handshake would be all that an entrepreneur or executive needs to seal a deal with a business partner.” However, since it’s not uncommon for business conditions to change, because of the economy or consumer tastes, it’s in your best interests to have agreements to protect you and your business.

Using simple Ts & Cs or signing simple contract ensures that both parties are protected and are on the same page when it comes to payments. As Branson notes, “By all means, shake hands on a deal, but then make sure to ask your lawyers to record the details. It could be the best bill you ever pay!” For those who haven’t got as bigger pockets as Mr Branson recourse to simple legals’ is just as good.

6. Sending invoices to the wrong person or department.

Just because you agreed on a project, sale, and payment terms with an individual doesn’t mean that they’re going to be the ones responsible for paying the invoice.

After all, they could have an entirely different department or have hired an outside party to handle billing. Even worse? Billing the wrong client altogether. .

Prior to sending out an invoice always make sure that you’re sending it to the right person or individual so that you can bill them directly. Betetr still get this information at point of sale

7. Incorrect or missing details.

In order to prevent any misunderstandings, your invoice should always include the following information:

Always make sure to include the following details on any invoice you send out:

•           Legal company name and number

•           Office address

•           The client’s name and address

•           Invoice number

•           Invoice date

•           Due date

•           Any tax numbers that may be required by local law

•           Payment terms

•           Itemised list of products or services that you provided

8. Failing to itemise.

Every one of your invoices should include an explanation of each charge, such as hourly rate, expenses, or the flat fee for a project.

How you itemise your invoices will vary depending on your business, but it’s an essential component of invoicing if you want to get paid on time since it will let your clients know exactly what they’re paying for.

9. Not using a numbering system.

A numbering system makes it easier to track and manage your invoices bills, like which invoices have paid and which ones are still pending, and prevents you from sending duplicates.

Additionally, a numbering system, makes it easier to locate a bill if you ever have the unfortunate event of getting audited.

10. Unexplained fees.

Not all  surprises are pleasant. In fact, one of the worst invoicing mistakes that you could make is sending a client an invoice that contains undiscussed or additional fees. This could lead to confusion or even distrust.

Explain each and every charge to your clients prior to starting a project so that they aren’t surprised when they review the invoice.

11. Late Payment Fees.

Late interest fees especially The Late Payment legislation should be set out on your Ts & Cs.

12. Incentives.

Think about incentives to encourage customers to pay the invoice on time or, even better, ahead of schedule.

This can be done by offering them a discount if they pay the bill before it’s due. Other incentives could be gift cards or credits or if they pay early.

13. Poor formatting or editing.

Spelling errors, incorrect  fiscal amounts, and generic formatting can make your business look sloppy and unprofessional.

Always double check your invoices so that you can catch mistakes before the invoice is sent out.

14. Offering multiple payment options.

Make it as easy as possible for your clients and customers to pay you. Consider using a variety of payment options from credit card processing, to direct bank deposits and checques. Cryptocurrencies are coming. Thank about it.  Make sure everything is safe, fast, and efficient for both you and your customers.

15. Branding Invoices.

It has bene stated that you are 3x more likely to get paid if you add a company logo to your invoice? That’s because a logo establishes your company as a professional and established brand and differentiates you from the other invoices that your client’s are receiving. It also serves as a good branding opportunity.

Make sure your invoice mirrors anyyour brand or any branding

16. Invoice as marketing tool.

While the main goal of your invoices is to get paid, never lose the chance to sell. Invoices can also be used as a marketing tool that can increase your revenue.

Perhaps include marketing materials, such as flyers or email newsletters. Discounts for future work or products and referral incentives work well.

Asking for testimonials or recommendations or showing a short testimonial on the invoice is good advertising.

17. Politeness.

Being polite, like adding phrases like “please pay your invoice within 21 days” or “thank you for your business,” can increase the percentage of your invoices getting paid.

In addition being polite can also improve your brand’s image and good manners cost nothing.

18. Keep your payment terms short.

If you give customers too much time to make a payment, then it’s obviously going to take longer for you to get the money into your account.

It’s the norm to have a payment term of 30 days or less, however, make sure that you review your industry’s invoice standards, along with asking the client when their pay cycle runs, in order to establish your payment terms.

19. Not knowing your client’s pay cycle.

Your clients have set their own payment procedures. For example, they may pay their bills only on the first of every month, which means that even if you send them weekly invoices they won’t be paying those invoices until the first.

Ask your customers when their pay cycle is at point of sale to enable cash flow management better.

20. Warranties or Guarantees.

If you do offer a guarantee or warranty, make sure that is clearly mentioned in your terms and conditions. Nothing stops an invoice quicker than a dispute on a warranty or a guarantee.

21. Invoice factoring.

Are you in need of cash fast? Then invoice factoring where you sell unpaid invoices to an invoice factoring company in exchange for cash may be for you.

In most cases, you’ll receive 80 percent of the invoice amount immediately and 20 percent (minus fees) when the invoice is paid-in-full.

While this can be a life-saving option when you’re cash strapped, many businesses fail to fully understand invoice factoring.

Before going this route, make sure that you’re aware of the fees that you’ll have to pay, not meeting the minimum requirements, submitting a bad application, and trying to submit invoices from habitually late paying clients.

22. Using a system that works for you.

… not one that works for someone else. Simple and effective. It is no use buying the latest technology if you struggle to use it. We say KISS everything and always use Ts & Cs.

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Why Terms and Conditions are Imperative


The revelation that 89% of councils are in breach of the Public Contracts Regulations 2015 has emerged from a freedom of information request submitted by the Electrical Contractors Association (ECA) and the Building Engineering Services Association (BESA).

This reinforces why every business should have a set of terms and conditions and simply send them as an attachment to your  confirmation by email with the phrase; please find attached our terms and conditions. This applies to all services delivered , marketing digital marketing, and other service delivery, not just construction trades.

It is also revealed that 49% of local authorities do not have, or do not know whether they have, a built-in contractual requirement for 30-day payment. In fact, 18% of councils say they have no absolutely no intention of building in contractual requirements for 30 day payment.

This is despite the fact that the Public Contracts Regulations 2015 state that 30 day payment down the supply chain is mandatory, and that public bodies should take steps to ensure this takes place.

BESA public affairs manager Alexi Ozioro said: “There has been much talk of the payment culture change needed in the industry, and public bodies need to lead by example. The industrial strategy calls for a fairer payment system, the Chancellor has highlighted the need to tackle late payments and a Crown Commercial Services consultation even poses excluding bad payers from public contracts. We applaud the government for engaging with the poor payment debate, but it is about time action matched words.”

ECA deputy director Rob Driscoll added: “Non-compliance by the public sector with the Public Contracts Regulations is unacceptable. This is especially significant given the cautionary tale of the collapse of Carillion – one of the key strategic suppliers to government – which ultimately had a wider impact on SMEs.


This article was first  published on 17 Jul 2018 in Construction News.

If it is good enough to own the process that stops England losing on Penalties then ensure you own the process on Your Payment Terms


On Tuesday July 3 Gareth Southgate stated the England penalty takers had talked about owning the process of taking a penalties.  It is the same with payment terms.


Imagine a salesperson has skillfully closed a high-value deal, only to forget to set out what the payment terms are and when you send the invoice expecting to get paid on 14 days the customer states their terms are 90 days and they produce the email that shows their terms and conditions were sent last.

Believe it or not, this can happen quite easily if sales people fail to state payment terms at the critical moment the deal is struck, enabling the other party to do so instead.


It’s all to do with the English law ‘last shot wins rule’, which says the party that had the last say in negotiations ultimately defines the terms.


As a result, if the deal does eventually result in a payment dispute, then a Court of Law will look at the law surrounding the establishment of the contract and rule accordingly.


This kind of payment dispute often leaves small businesses and credit controllers to pick up the pieces, creating cash flow headaches that can easily be avoided.


The simple answer is to always have a set of terms and conditions that clearly set out you payment terms and if you do not have a set then set your payment terms our in a confirmation email and make sure that any salesperson (including any business owner) clearly establishes the 3 payment rules at point of sale

  1. Who is paying us (you would be surprised how many companies do not have the name of the accounts payable person)
  2. The payment terms for the sale.
  3. Agreement from the purchaser they agree with the payment terms.

Best practise is also to set out interest payments on late payment in your Ts & Cs as well. It is not binding to set them out on an invoice, although the law on Late Payments for B2B is quite clear. It is no good stating it on your invoice some time after the purchaser established their payment terms under English law.


Common sense in setting out payment terms at point of sale isn’t a big deal at all… A good salesperson will never be frightened to ask the 3 payment questions. If it causes offense do you really want to risk making the sale?

On the internet you get asked those 3 questions as a matter of course on every transaction as well as having to accept Tso & Ccs at point of sale.


Nobody who is reasonable will think you are being unreasonable – it’s just common sense good practice

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Debt Recovery Do’s and Don’ts

Unpaid monies are unfortunately an everyday occurrence for many business owners and finance teams. The money collection process and debt recovery can be frustrating, time consuming and can seriously affect cash flow but no business can afford to ignore cash collection and unpaid monies that become debt recovery. 

"SMEs are racking up a collective £10.8 billion a year in their attempts to recover overdue payments – that's an average of almost £11,500 each, or £955 a month. A huge 80% of all companies which experience late payments say they are being kept waiting one month or longer beyond their agreed terms before receiving payment." (source: Bacs).

However, there are some simple steps you can take.


Be Methodical

Set up simple processes that tie in with your working practices to send polite reminders. Set out your agreed payment terms on your invoice and remind customer of these. His will hopefully keep your invoice first in line to be paid. As soon as a payment is late, chase your debt in a polite manner. Follow up regularly with your debtors to encourage prompt payment and to ensure you or your team are speaking with the correct people.


Don't threaten to send around the “Boys”

It is infuriating it is when a company or person owes your business money especially of you have delivered OTIF. We strongly advise never to get aggressive. The most aggressive we advise is to send a picture of an exasperated emoticon.


Keep a Collections Record

Time is money for any small business - and time spent trawling through email and paper invoices could be spent elsewhere in a business, so it pays to keep simple records of your dealings with debtors, especially when telephone chasing as this leaves them with little room to manoeuvre if they become late payers in the future. This will help with future communications, if it is claimed that your invoice was not received or it was not clear that payment is due.


Don't Be Embarrassed To Pursue Debt Recovery Measures

Small businesses in the UK are owed billions of pounds in late payments, but new research has shown that a third are reluctant to chase slow-paying customers, because they are worried about upsetting them or feel embarrassed. Four in five, or 81%, say they avoid chasing debtors because they find the process 'uncomfortable', while one in five, or 19%, are afraid of antagonising customers, according to a study by automated credit control service.


Do Escalate It

Whether you're the CEO of a large company or a sole trader turning over £20k outstanding debt is no laughing matter. The pressure to recover debts owing to your business can be enormous, and at times it can even feel like an impossible task. If you are owed outstanding debts, speak to a debt recovery company who could collect debts on your behalf today – you can put the cost of the call into your monthly fee bundle.

Debts that companies cannot collect we have collected in as little as 1 day.


Don't be Keyboard Warrior or Swear

Using profane language to get your point across will not help and neither will threatening emails. If it gets to this point get in the expert in debt recovery. One massive advantage of using a debt recovery company enables you to detach yourself from the situation and any negotiations, which should hopefully take the heat out of the situation.

Invoice Fraud causes loss of £9bn to SME’s


A new report released has revealed details of a whopping £9bn lost to scammers as a result of fraudulent invoicing and scam debt recovery.

The report, compiled by Tungsten Invoicing Network, was conducted with over 1,000 companies contributing to the findings. A massive 47% of companies stated they had been contacted with ‘fake’ invoices for payment with 54% of companies questioned  citing business fraud as the biggest threat to them.

If this is extrapolated out to the total list of SME’s in the UK that is a staggering amount of fraud.


Rather surprisingly, only 44% of businesses said they would contact the Police or Action Fraud if they received a dodgy invoice whilst 13% admitted they would not know how to deal with the situation.

Typical invoice fraud methods used by con artists and scammers include fake invoices, email phishing viruses hidden in attachments, false changes to bank details and duplicated invoices.


It is estimated that 43% of all cyber attacks are aimed at small to medium sized businesses who are often so focused on their business that they may not be alive to the tactics of the fraudsters..

Head of Action fraud Pauline Smith said “It is important that employees are made aware of invoice scams and are ready to recognise the signs of fraud. Incidents of invoice fraud are underreported and therefore it is difficult to know the true scale of this fraud type”

She continued “However, what we do know is that this type of fraud prevails across all types of business and no one type of industry is immune”

Anybody experiencing or receiving dodgy emails with requests for payment are urged to visit the website of Action Fraud  for advice and assistance.

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Authorities issue warning of Business Debt Collection scam


Action Fraud warn of new Debt Collection scam


Cyber Police Action Fraud have warned Small Businesses and sole traders to be on guard against a new Debt Collection scam in which financial fraudsters claim to be recovering debts on behalf of legitimate bailiff firms.


The audacious scammers call companies claiming that fees have not been paid for bogus advertising subscriptions or directory insertions. The plausible fraudsters then claim to be bailiffs and Enforcement Agents acting on behalf of acting Debt Collection Agencies.They then proceed to advise that there is a unpaid County Court Judgement and quote the amount and state they will be enforcing it by way of removal of goods and suchlike.Such is the audacity of the criminal fraudsters, they have even been using the actual real names of authorised Bailiffs and Enforcement Agents.



The fake Debt Collectors then demand sums are paid via bank transfer. If the victim refuses, the fraudsters then threaten to visit their premises and even their homes to secure payment of the purported debt.This should alert most people as the law is quite clear about the issue of paperwork.



Action Fraud, the UK’s Anti-Fraud and Cyber Crime reporting Agency advised there have been 52 reports so far pertaining to this debt collecting fraud with a range of different businesses and individuals targeted so far. The advice AVC Debt Recovery give is that if anybody receives any unexpected and suspicious calls they should ask for return contact details then contact Action Fraud immediately if they are not able to verify the authenticity of the callers claims.

6 Questions to Ask When a Customer Says They Didn't Receive an Invoice


As a credit controller in your company or a small business chasing payments, you probably have more than enough tales to tell about debt recovery. Even so, there might be a new situation and you may be presented with excuses as to why an invoice has not been paid on time.


One common statement is that the customer never received your invoice after you sent it out on paper or in e-invoice form. While it's true matters could occur where an invoice goes missing, some customers might use this as a way to avoid paying a bill on your due date.

Despite the time cost of collecting these late-payments, and it may have to involve lengthy phone calls it is worth the time effort, because you have a way to determine whether there's truth involved or not.


We find that a definitive methodology and checklist gets better results.

1. Where Should Invoices Normally Be Posted?

If the customer thinks you lost the invoice, you need to ask them which address you should send your invoices to on a regular basis. Maybe they have another address they prefer if they don't check their email or letter box often.

By asking this question, you'll know you sent your invoice to the right place rather than having the tables turned.

2. Have You Changed Addresses Recently?

It’s a simple one, but this often happens. Ask them when they moved and what their new address is. Be sure to remind them that they need to contact you if they move again so there isn't any future misunderstanding.

3. Who Should You Send the Invoice To?

Invoices and paperwork can get lost within a company. Having the name of the person in accounts payable ensures your invoices gets to the member of staff able to authorise payment straight away.

4. Is There Any Other Issue?

The customer may tell you they don't have a copy of your invoice and that they couldn't pay it until they receive one. You'll want to ask them if this was the only reason they haven't paid right away. If they say yes, then it's time to send them a copy immediately with a promise from them they'll pay.

Asking this question gives you a good way to receive your money once you send them a new copy of the invoice. It makes it tougher for them to come up with other excuses for not making a timely payment.

5. Can You Pay The Invoice Immediately After Receiving It?

This is the same as asking who is going to pay the bill at point of sale.  You need to ask the customer whether they can pay the bill as soon as you send them a new copy. By holding them to this promise, you'll place it on record that they committed to pay once they received the new copy you send them.

Should they not pay at this time, you'll have enough records to show you're in the right to add a late charge for deliberately not paying on time.

6. Should I Email or Fax the Invoice?

The faster you can get the invoice to the customer, the better. Sending these in real-time doesn't provide any excuses for the customer not addressing the invoice. It's why you should ask the customer if you can email or fax the invoice to them – then follow up to confirm they have received it.

Debt Collection Experts reveal Top SME Non payment excuses


With the high street giants taking a battering via Maplin and Toys R U with both B & Q and Carpetright feeling a cold wind a warning has been issued that business insolvencies are expected to rise in 2018. Here at AVC Debt Recovery we urge all companies to adopt a more pro-active strategy to deal with the scourge of late and non-paying customers.


Dun & Bradstreet recently highlighted the continuing problem and according to their research, 58% of British Businesses are currently at risk of insolvency due to non paying clients.

Here are the most common excuses we have come across.

The most common excuses will come as no surprise to some but others may cause a raised eyebrow.


Top Ten most common excuses for late payment:

1.     The cheque is in the post – The tried and trusted classic.

2.     Didn’t receive invoices – Easy send again by email. Have it to hand and press the button on the spot.

3.     We originally disputed the invoice – Seek the proof and sort it.

4.     Account signatory is absent from work – Get the named person who fills in for them

5.     They’re not available or in a meeting– The person you need to speak to about payment, never seems to be available. Seek their direct email.

6.     Waiting to be paid myself – Commonly used amongst the sub contracting sector, but not an excuse. You are not sharing their profits so why share their liabilities or their poor cash collection.

7.     No payment run not till the end of the month – Cannot be used if you sent Ts & Cs setting out payment terms.

8.     Our payment terms are 90 days – Cannot be used if you sent your Ts & Cs and sorted out payment terms at point of sale.

9.     The invoice has already been paid – Ask for the date of payment and have your bank statement open on the call.

10. Technical difficulties – The modern equivalent of the dog ate the invoice. Always set out that you know about technology, so ask what system they are using then ask to speak to their IT man as that doesn’t sound right


There is no doubt that all businesses need to become more pragmatic and proactive when it comes to the problem of late or non-paying clients and to those worrying about losing a customer who does not pay you we say: “… if someone stops dealing with you because you ask for payment for goods and/ or services do you want them as a customer.

We are of the opinion that no business has ever lost a customer simply because they were required to pay what they rightfully owe.

Don’t forget Late Payment legislation enables you to add statutory charges for each invoice issued,

Business Terms and Conditions, Business Debt Recovery, Commercial Debt Recovery Business Terms and Conditions



Standard Terms and Conditions of business (Ts & Cs) are often given a zero or low priority low priority by sole traders and companies, yet they may be the best few hundred pounds any business ever spends. Companies who would never dream of leaving their front door unlocked with their computers on display do exactly that when they work without terms and conditions.  How many of us take the risk of going on holiday to USA without health insurance? Many sole traders and operate with and open season on risk by not having Ts & Ccs.

Many only give detailed consideration when a dispute arises, by which time it may be too late. In the meantime everybody keeps making sales which may leave a huge potential risk. We also have the companies who steal someone else’s off the internet when they may be wholly unsuited to their needs and may even be stealing a stolen set which were themselves poorly worded and legally weak..

Standard terms and conditions of business may be used in order to achieve any one or more of the following commercial objectives:

1.       To set out a framework for how your transactions will be dealt with and brought to a conclusion without the additional time and expense involved in drawing up specific terms for each individual transaction.

2.       To ensure that payment terms are clearly set out and the charges for those companies that do not pay on time. .

3.       To enable a company to impose terms favourable to itself on others without negotiation and, in particular, to limit its liability (in the case of sale terms) or to extend the liability of the seller (in the case of purchase terms).

4.       To provide certainty in relation to transactions which form the main offer through the use of the same set of terms in all cases.

5.       To standardise a company's contracting procedures, so as to preclude ambiguity and enable anybody to agree a sale without worry if everything is covered.

Whilst a set of Terms and Conditions cannot exclude anything that cannot be excluded by law. It is important that everybody large or small looks at the value of using  Ts & Cs.

Here are some standard issues that you might wish to consider:

·         Price

·         Payment terms

·         Late Payment Charges

·         Quotes parameters

·         Acceptance

·         Services provided

·         Liability

·         Warranties and indemnities

·         Specification

·         Delivery

·         Packaging

·         Retention of title; risk and insurance

We always reference Amazon. What is the last thing you must do before you are allowed to buy? Tick the box that states s you must agree to their Terms and Conditions.

Protect Your Intellectual Property


Many of us have watched the  film The Social Network? Which sets out how Mark Zuckerberg, hired by the creators of Facebook, stole the original idea and became Facebook’s owner?

Remember the conversation between Bill Gates and Steve Jobs where Bill Gates asked Steve Jobs if he could borrow his operating system and Steve forget to insist upon a license or set out his copyright for the IP rights that ultimately became the ‘windows’ operating system.


Ideas are not copyrightable. So, what is?

In 2014, Forbes Commentators claimed that around 80% of a Business' values are determined from intangible assets. 


Here are some different areas of Intellectual Property: 

1. Copyright
Copyrights arise naturally if you can prove that your work is original and situated on a fixed medium. 

2. Design rights
Design rights need to be registered and they relate to the physical configuration and texture of a shape. For example, Coca Cola's bottle is protected and cannot be replicated. 

3. Trademarks
Trademarks give you an exclusive right to a certain business good. Examples of this are Nike's tick symbol and Apple's logo. 

4. Patents 
A patent is essentially a trademark for a new invention or original idea. Assuming you are the first to develop it you are entitled to its patent and it cannot be copied. 

5. NDA
Non disclosure agreements are contracts between you and an external party to ensure that neither discloses specific information. 


If in doubt set out what you have in a simple document and never scrimp on the legal’s for the above mentioned five points. It might not cost you the billions it cost Steve Jobs, but he could afford it. Could you?

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Terms and Conditions: Why You Should Have Them


What can T&Cs do for your Business?

1.         They can limit your company's liability

2.         Protect your Intellectual Property rights

3.         Clearly outline rights and obligations

4.         Ensure compliance with relevant regulations

… and most importantly .... protect and minimise legal action issues.


Why Do You Need Terms and Conditions?


Lawyers will put in lots of clauses that are legally required, but the most important area for any business is your ways of working.

We have never seen any agreement or contract fail on the legal clauses (e.g. Waiver or Severability), but they have on Termination or payment terms.

Your Ts & Cs should be bespoke to your business and specific on Deliverables, Liability, Termination and Dispute Resolution.

For the full text of this article visit more on this article

Terms and conditions do not require signature to be legally valid so if you are a small business who does not want the expense of contracts and use email or letters to set out what is agreed then just use the phrase:  “Please find attached our Terms and Conditions”, and attach them.

Jim calls you and wants 2 ton of sand delivered.

A simple email confirming all the details and price agreed and the phrase … please find attached out terms and conditions.


In the Ts & Cs always set out you payment terms and what the remedies are if you are not paid on time.

The law allows you to add interest on later payments, so set out what percentage rate above the Bank of England base rate you will apply.

If you are selling B2B then The Late Payment of Commercial Debts (Interest) Act 1998 allows you to add 8% above the BOE base rate.


If your Ts & Cs don’t have dispute resolution get them in.

If you are in IT or other areas where intellectual property (IPR) is important make sure the clause as written matches your business, as we have seen many business copy Ts & Cs from the internet for free.

Remember Steve Jobs lent Bill Gates his operating system without any IP rights.

Finally, always set out the jurisdiction and if you get sent a set of Ts & Cs check the jurisdiction and the seat of any arbitration. Better to arbitrate under English law in London than the law of the State of New York in New York.


Ts & Cs either sending them or getting one’s sent checked (just google contract checking service) is probably the best investment you’ll ever make. As we say what’s the last thing you must do before you are allowed to purchase from Amazon? – tick the “I agree” terms and conditions so if it works for a multibillion dollar company then don’t reinvent the wheel. 

Cash is King Get Paid on Time for the Goods or Services you Deliver


Late payments can wreak havoc on your business, but fortunately there are ways to ensure your clients pay on time


Cashflow is a critical concern for small businesses. Healthy cashflows provide all businesses with day to day stability and the confidence to move forward with significant business decisions, such as investing in new equipment or hiring more staff.

In an ideal world, customers would pay on time and income would remain steady but that doesn’t always happen.

Late-paying customers can easily wreak havoc on small companies’ cashflow, causing a whole host of knock-on effects that risk negatively impacting business growth.

What’s more, having those uncomfortable payment-chasing conversations causes stress, can be time consuming and distracts businesses from more productive business activities.


It is not a small problem as UK SMEs are owed an estimated £500million pounds in unpaid invoices, according to a report from MarketInvoice, an invoice-finance platform.


According to BACS the system responsible for bank-to-bank payments in the UK it is estimated that, the average UK SME is owed £36,186 in unpaid invoices, according to data from Bacs. They also set out that 60% of SMEs have faced issues with chasing overdue payments.

These figures may point to deeper problems within the UK’s business culture and this is serious for many smaller businesses. Customers pay late for a wide range of reasons, from pure forgetfulness, to their own cash flow issues (I can’t pay you because I have not bene paid is one we hear all the time) , and everything in between. But the end result is the same: you and your business doesn’t get paid on time.


There are some common sense ways SMEs can implement common sense procedures to improve their cashflow and reduce late payments.



Make payment terms clear from the start, by defining them in a contract or a set of Ts & Cs. All businesses should have Ts & Cs. When we say contract a simple letter or email setting out payment terms and interest chargeable on any later payment ts is a powerful contract under English law. Being British we sometime apologise when asking for money, but every good salesperson or service provider should never be afraid to ask who is paying me and when.

Terms should always include the full amount due, due date and any penalties for late payment. We call this PREASS  Preclude Ambiguity at Source of Sale. This stops customers claiming that they ‘didn’t know’ the invoice was due.


Be Prompt

Invoice a soon as you have done the work or as quickly as you an afterwards. Always put payment terms on the invoice, and double check your invoices for accuracy to avoid anything that may cause unnecessary delays.


Be Assertive

Don’t back down. If you state late fees, make sure you implement them. The law on late payment is there for a reason. You shouldn’t need to be fearful or apologise when applying it. Would a customer seek a refund if something was not right? According to the UK government, customers must pay within 30 days of receiving your invoice, unless a different payment window is agreed. You also have the right to charge interest of 8% plus the Bank of England base rate on unpaid invoices under late payment legislation and much easier to implement if it is contractually set out.


Make paying easy

Be clear on payment and make sure the customer is able to deliver what you are asking them to do. No good sending BACs details to a business that only pays by cheque. Set the payment details out in any contract and put them on the invoice. Let your customers choose their preferred payment method, then set up a system where they can pay you instantly. Send them payment reminders before every payment is due and make sure your bank information is displayed clearly and accurately on every invoice.


Cashflow problems can be really damaging for your business as you can run a business without profit, but you can’t run a business without cash. Use common sense and simple procedures to be ahead of the game in getting paid on time. so it makes sense to take common sense procedures to handle late-paying customers. The wide range of tech solutions now available offer you plenty of choice for your ongoing business needs. Solve your cash flow challenges today and tomorrow will be an easier day


This main text of this article was taken from an article originally written by GoCardless, the UK’s leading direct debit provider.

Contract Checking Service, Business Terms and Conditions, Business Debt Recovery, Commercial Debt Recovery Contract Checking Service

If you charge compensation for collecting overdue debts then read this



Most creditors are familiar with the Late Payment of Commercial Debts (Interest) Act 1998 which entitles them to interest for late payments and the right to claim reasonable debt recovery costs, unless the supplier has acted unreasonably.  In addition to the foregoing creditors can also charge compensation for the recovery of a debt.  The Late Payment of Commercial Debts Regulations 2013 provides “If the reasonable costs of the supplier in recovering the debt are not met by the fixed sum, the supplier shall be entitled to a sum equivalent to the difference between the fixed sum and those costs”.


The Problem

The difficulty is, of course, in being able to take court action against a debtor and include, as part of the sum sued for, ‘debt recovery costs’ as these actual costs have not yet been incurred.  A similar point was raised in the case of BHL V Lenmi ABL Ltd [2017] EW HC 1871 QB which involved debt factoring.  The facts of the case were as follows:   Leumi ABL Limited (the “Factor”) entered into a factoring agreement with Cobra Beer Limited (“Cobra”).  Sadly Cobra had financial problems so their parent company BHL signed an indemnity agreement in favour of the Factor.  The terms of this were that BHL agreed to indemnify ABL for all amounts due under the factoring agreement.

The factoring agreement contained clauses permitting ABL to charge a collection fee of up to 15% if ABL required Cobra to repurchase any receivables and Cobra failed to do so within 7 days of such a demand.  This collection fee was in addition to any other fee payable by Cobra to ABL which Cobra expressly acknowledged constituted a fair and reasonable pre-estimate of ABL’s costs and expenses in providing such a service to Cobra.

Following ABL’s demand that Cobra repurchase all of the receivables under the agreement which Cobra failed to do so within 7 days, ABL took over the collection of the receivables.  They notified Cobra that it would be charging a collection fee of 15% of all receivables collected.

ABL collected Cobra’s receivables in the total amount of £8,000,000 and charged 15% of the amount collected.  This resulted in a collection fee of £1,200,000.

Cobra’s Parent BHL initially pad a substantial portion of this collection fee amounting to £950,000.

However BHL has second thoughts and sued ABL arguing that ABL were not entitled to charge a collection fee of 15%, that they had paid this money by mistake, and that ABL should return the amount paid.

The court decided ABL was not entitled to charge a collection fee equal to 15% of the amounts collected and found that their actual collection costs and expenses for the collect-out were £33,260.

The Court held that ABL’s collection fee should be no more than 4% of the amounts collected, which worked out to £320,000.  Following adjustment to the court process the Court ordered the Factor to repay £735,000 to the Parent plus interest.


Why did the Court come to this Decision?

The court held that the purpose of the clause was to enable ABL to recover future costs and expenses to be incurred by them if they had to collect the receivables.  As such these costs, by  their nature, had to be an estimate.  However the agreement provided that this fee could be incurred prior to ABL actually incurring those costs.  As such the court would allow ABL a degree of flexibility because they would be unaware what the collection costs would be.

Of course the obvious issue was that the agreement allowed ABL to set the recovery fee in respect of future recoveries.  As such the court were of the opinion that ABL’s discretion had to be qualified to prevent their discretion being abused. In the court’s opinion ABLS were required to identify the likely collection costs and to attribute such costs as a percentage of the sum to be collected.

Because ABL had always charged the maximum of 15% automatically, in the court’s view ABL had not exercised any discretion.  In passing judgment the court said what they needed to do was not to establish the actual costs of collection but what these might be if what that percentage would amount to if ABC were acting reasonably.  After hearing expert evidence in the court’s opinion 4% was the maximum which ABC could have charged if they had exercised their discretion reasonably.



If the same reasoning is applicable to the Late Payment 2013 Regulation it is clear that whilst there may be an entitlement to charge compensation in terms of the Regulation the actual amount will have to be reasonable.  The creditor may well have to demonstrate this to the Court.  The practical difficulty is that the actual amount could become the issue in itself in debt recovery litigation with the claimant having to justify that the estimated compensation is reasonable.  So it may be advisable for claimants to select a realistic estimate for compensation and be prepared to justify this to the court rather that selecting an exorbitant amount which will not be tolerated.

Business Debt Recovery, Commercial Debt Recovery Business Debt Recovery

Debt Reminder Letters – Step by Step Approach



If you consider yourself the kind of business that finds it difficult  having to deal with customers or clients who have an outstanding account or an unpaid bill that needs collecting, then you not alone. It is a fear of upsetting someone or losing a customer for daring to ask for what is yours affects many people in business.


No one likes to risk destroying customer goodwill by having to request assertively or demand payment, but in many cases, there is no other option.

Before you find yourself having to go down that route though, there are steps you can take beforehand to try and avoid the situation escalating to such a level.


Ensuring that payment due by dates and terms are clear, and also indicating any interest that will be applicable if payment isn’t made by the date agreed will go a long way to helping this part of your business run a lot smoother.

These should be clear in your Ts & Cs and we say to all natural salespeople who run businesses: Never be frightened to set out what payment terms are at points of sale.

Even taking these steps can’t guarantee that you won’t run into issues, and when that happens you’ll want to take an approach that is both firm, but doesn’t run the risk of souring relations with a valued client or customer.


Step 1 - Keep It Friendly & Informal

The first step should be to issue a short, friendly reminder along with another copy of the invoice. Many times an unpaid bill can be a result of the client simply forgetting. We all know that running a business is time-consuming, and it’s easy to forget what needs paying on what date. In most cases this will result in an apology and payment being made, which is the ideal outcome.

If payment isn’t made within a few days of the letter being delivered, a more direct approach may be required.


Step 2 - Be More Direct

Your second letter should be a bit more formal, and with directness replacing the friendly tone of the first notice you sent them. At this point, the failure to pay what is owed can’t be put down to forgetfulness. 


Step 3 - Introduce The Threat Of Legal Action

If payment still isn’t forthcoming, you’re going to have to get tougher, laying out a set date by which payment must be made otherwise legal action may be the result. Usually, payment within seven days is a more than reasonable demand, giving the client time to read the letter and act upon it.


Step 4 - Issue A Final Notice

If the threat of legal action hasn’t prompted payment to be made, then you issue a final notice demanding payment and setting a date whereby legal proceedings will be launched against them.

One piece of advice that will prove valuable is to not lose your composure or get personal when writing these letters. It won’t make you feel better, but will definitely lose you the customer whereas the law is respected. So keep it professional, and to the point.

If you find this process draining and it is taking valuable away from your business expertise and skills as well as other customers then the best option is going directly to a reputable debt collection company who can take the stress and hassle away from you. They also have far more experience in these matters and know how to approach such clients in a manner that will see a speedy and satisfying result.

Business Terms and Conditions, Vontrcat Checking Service, Business Debt Recovery, Commercial Debt Recovery Business Debt Recovery

Credit Control and Further Action


You issue an invoice, chase then get to the end of your credit control procedure and you still have some unpaid accounts, so what are the options?


Is your customer giving reasons for not paying?

Sometimes things go wrong or your customer has a complaint, rightly or wrongly. So, the first question is whether or not they have a genuine complaint. If they have then fix it and analyse the reason for the error and put in place measures to preclude it happening again.


Is there is a good reason?

If your customer has a good point then sort it out through negotiation. Always aim to have a disputes resolution process in your contracts and/or Ts & Cs, so you can refer to that.


There isn’t a good reason or the debtor doesn’t respond

If your customer is unresponsive or the points raised are not good reasons for failing to pay, your options are as follows:

  1. Letter before action

You will need to start with a Letter Before Action (LBA). This is a letter telling your customer that the next step will be court proceedings, if the matter is not resolved. Court rules give details of the information that should be given in the letter. From October, there will be special requirements for a letter before claim to an individual, including a sole trader.

  1. Court action and default judgement

If you start an action and your customer doesn’t file a defence you will be able to get judgement in default of defence.

  1. A defence is filed

Sometimes an unresponsive debtor, when sent a court claim form (even though they have no real defence), will file a defence that raises issues which may or may not be true. The law says that everybody is entitled to a civil hearing, so there is nothing one can do about that, but most cases do not go to court and are settled by negotiation once any papers are issued.

  1. Insolvency

Provided the debt is undisputed, then, as an alternative to a debt claim you could consider the threat of insolvency. If the debtor is a company, the debt just needs to be at least £750 and you can serve a statutory demand. So, the threat of insolvency proceedings can be very effective.

For an individual, the debt needs to be at least £5,000.


For most companies having a good set of terms and conditions or a contract that clearly sets out payment terms and clear sequential steps of dispute resolution (always set out to try and solve it between yourselves first) and a good chasing process precludes debt recovery issues. 

Business Terms and Conditions, Business Debt Recovery, Commercial Debt Recovery Busisess Debt Recovery

New Pre Action Protocol (PAP) 


Civil justice in England and Wales is well known for having prescribed overtures to the litigation procedure. These are termed Pre-Action Protocols (PAPs). The word "protocol" suggests a rigidity, which falls slightly short of the Civil Procedure Rules themselves, and terminology does indeed imitate reality.

Sanctions for not following a protocol have not been as draconian, or as rigidly enforced, as the rules themselves, but the courts do expect compliance where possible.

For years now, there have been formal PAPs for numerous differing areas of legal dispute, such as clinical negligence, housing disrepair, construction, injury and industrial disease. Until now, however, there has not been a PAP for debt.

The first PAP for debt work comes into effect from the 1 October 2017. From that point on, the courts will expect you to have followed the protocol in any “business” dispute over a debt.

The qualification is due to the fact that not all business disputes are covered. The debt PAP applies to the following disputes only:

Business to consumer


Business to Sole Trader

It does not apply to business-to-business debt (other than above), nor does it apply to consumer-to-business disputes.

It is easy to see that the intention here, in addition to introducing a formalisation of the pre-litigation process with a view to reducing the pressure on the courts, is to retain an equality of arms between the parties.


Letter before action or Letter of Claim (LBA)

There are several elements which must be included in your LBA to the debtor before proceedings are started. The LBA should contain the date and your return address, together with the following information:

  1. The amount of the debt
  2. The amount of interest and charges, and whether they are continuing. If not included in the letter, an up-to-date statement of account for the debt together with interest and any other charges must be sent separately
  3. Written contract or other agreement in writing - you must offer to send a copy of any documents in which the terms of the agreement were reached on request
  4. No written contract - you must include a brief account of where, when and with whom any oral agreement was made, what was agreed and if possible the words that were spoken. If the debt has been assigned, you should provide details of the original debt and creditor, when it was assigned and to whom
  5. If an offer has already been made by the debtor, why their offer is not acceptable
  6. Details of how the debt can be paid, including options for payment


LBA – enclosures

The new PAP sets out that you MUST send the following:

1.   Information Sheet

2.   Reply Form

3.   Financial Statement form.

Service of letter before action

The new PAP MUST be sent by post, but can also be sent by email or fax if you have other contact details, but it MUST, however, be sent by post.

No Reply

The debtor has 30 days to reply. If the debtor does not reply to the LBA within 30 days of the date of the letter, the creditor may start court proceedings, although note the wording; "If debtor doesn't reply” NOT "if a reply is not received". It's therefore advisable to wait until a few days after the 30 day period expires, in case the debtor's reply is posted late.

Reply from debtor

The debtor is required by the PAP to:

  1. Use the Reply Form for their response
  2. Request copies of any documents they wish to see
  3. Enclose copies of any documents they consider relevant


If the debtor replies, the creditor should not start court proceedings less than 30 days from receipt of the completed Reply Form, or 30 days from the creditor providing any documents requested by the debtor, whichever is the later.

The creditor should be prepared to allow the debtor more time if there is evidence that the debtor is actively engaged in the PAP process, or seeking debt advice, or seeking time to pay.

If the creditor does not agree to a debtor's proposal for repayment of the debt, they should give the debtor reasons in writing.

A partially completed Reply Form should be taken by the creditor as an attempt by the debtor to engage. The creditor should attempt to contact the debtor to discuss the Reply Form and obtain any further information needed to understand the debtor's position.

Early disclosure of documents and information is encouraged, and the protocol requires the parties to provide full disclosure, sufficient to enable them to understand each other's position. Any documents requested should be provided within 30 days of the request.


The spirit of PAP and Alternative Dispute Resolution

Unfortunately, the completed Protocol provides no option for a reply not using the Reply Form. The answer to this anomaly, I believe, can be found in the court's approach to compliance with other Pre-Action Protocols, and that approach requires compliance with "the spirit" of the protocol.

S2 of the PAP covers the aims of the protocol, which are to encourage engagement and promote early settlement, thereby avoiding litigation. Therefore, if the defendant replies by means other than the Reply Form, the court will probably expect the creditor to give them the benefit of the doubt, and continue trying to service the aims of the protocol.

If the parties cannot reach an agreement, they are required to consider Alternative Dispute Resolution, which can include mediation, although this is no more than a mirror of the compulsory requirement encompassed in the Allocation of Cases to the small claims track.

Compliance with PAP for debt resolution

If a matter proceeds to litigation, the court will expect the parties to have complied with this Protocol. The court will take into account non-compliance when giving directions for the management of proceedings. The court will consider whether all parties have complied in substance with the terms of the Protocol, although it is unlikely to be concerned with minor or technical infringements, especially when the matter is urgent.

For further information about the court's approach to compliance, see the Practice Direction - Pre-Action Conduct and Protocols (paragraphs 13 to 16).

Since the 2013 changes to Court procedure, encompassed in the Legal Aid, Sentencing and Punishment of Offenders Act (2012), the Courts have been much harsher on, and much less tolerant of, non-compliance with the rules. This extension of the Pre-Action Protocol regime to debt claims means that while you may not before have been penalised for failing to follow accepted procedure (albeit informal), you will now.

It is therefore crucial that, in the event of a dispute, you ensure that you follow the Protocol as closely as you follow Court Orders and the rules themselves. As if you fail to do so, even if you win your case, your victory could be soured by costs or other penalties being imposed on you.


This article was first published by Dean Talbot, Director of Small Claim Assistance

Contract Checking, Business Debt Recovery, Commercial Debt Recovery Commercial Debt Recovery

Government Announces Mandatory Late Payment Reporting


The Government has published their proposals to require large companies to publish their performance when it comes to late payment. This comes after repeated surveys show that UK business is still dragging it's feet when it comes to paying invoices on time - one recent survey showed that 39% of all invoices issued in the UK are paid outside of terms.


Late Payment is more than just an irritation - it can cause real problems for many smaller businesses who rely on prompt payment and a regular cycle of cash flow to be able to pay their own bills. As a result, the Government announced back in 2014 that it would set up a public register to "name and shame" late payers. Over two years later, it looks like this is finally about to become a reality.


What exactly are the proposals and who will they affect?

In short, the Government is requiring businesses to publish information about their payment practices. These will be publicly available on a website, allowing anyone to see at a glance whether a particular company pays their invoices on time or not.

The first thing to note is that the reporting requirements only cover medium and large businesses. This is defined as any company that meets at least two of the following criteria:

  • £36m annual turnover
  • £18m balance sheet total
  • At least 250 employees

Those accountants among you may have noticed these criteria are the same as those used in the Companies Act to define a medium sized company, and it is expected they will change in step with any changes to the definitions in the Companies Act.

For a full version of this arrticleeicle

What needs to be reported?

Once a company falls into this category then from the second financial year on wards (so the following year in which they exceed the thresholds so giving one years' grace) the company must report twice a year on the following information:

  • Details about standard payment terms including the length of time allowed for payment, the maximum payment period, whether this has changed during the year and, if so, how suppliers were notified
  • Information about the company's dispute resolution process
  • The average number of days between receipt of invoice and payment for all qualifying contracts
  • The percentage of payments made between a) less than 30 days, b) 31 - 60 days and c) 61 days or more
  • The percentage of payments not paid within agreed terms
  • Yes/No confirmation of various criteria such as whether the company allows e-invoicing, supply chain finance or whether the company is a member of a payment code
  • "Qualifying contract" in the above covers pretty much any B2B contract with a substantial connection to the UK which is for goods, services or intangible property. There is an exclusion for financial services.

How and when should this be reported?

Still not much detail at the moment on how this will be reported and the Government have stated that there will be a webpage on the existing site where this information will be shown.

What is clear is the frequency of reporting. Every qualifying company will have to provide the reporting information twice a year, within 30 days of the end of either the first half or the second half of the company financial year for payments made in that six month period.


Will this work?

It is good that action is being taken to tackle the culture of late payment within the United Kingdom and we applaud the Government initiative as a long-overdue start to the process of increasing transparency on this issue.

Of course the actual delivery of the reporting is crucial to ensure that creative reporting does not hide the statistic that percentage of invoices paid cover up the length of time it has taken to pay – which is where the real problem lies.

A simple resolution is to give the Small Business Commissioner the power to investigate complaints about inaccurate reporting and teeth to insist those qualifying companies set out reporting formats in a clear concise manner.

These rules only apply to medium and large businesses which only covers 2% of businesses in the UK, but the long journey towards on time payment starts with one small step.


What other options are there?

The issue remains that whatever governments do they are always some way behind what is needed by SME’s and businesses trying to get paid and stopping late payment having a serious effect on the bottom line. That is why when faced with a late payer AVC Debt Re4covery are ideally placed via their ‘no win no fee’ proposition to get your monies and this remains your best option.

While government talks we deliver debt recovery for business, notwithstanding that any Government action against late payment is welcomed.

Contract Checking, Business Debt Recovery, Commercial Debt Recovery Business Debt Recovery

Duplicate Payment and Debt Collection Questions and Answers


Where someone has made  a duplicate payment of an invoice and the recipient of the duplicate paymnent is slow to return the payment, is it feasible or correct to threaten to apply interest in such circumstances?


A claim for recovery of a duplicate payment of an invoice, would be a restitutionary claim rather than a contractual one. A claim for interest would not therefore, be made under the contract between the customer and supplier or under the Late Payment provisions.


However, where a duplicate payment has been made, you may be able to claim compound interest under the House of Lords' ruling in Sempra Metals Ltd v HM Commissioners of Inland Revenue and another [2007] UKHL 34.


Could it be considered harassment to demand payment over the phone?

Harassment is a course of conduct which amounts to harassment of another and which the defendant knows or ought to know amounts to harassment.

What constitutes harassment depends on the facts; where a creditor is professional in his approach to credit control (i.e. by calling a debtor in a professional and non-threatening manner at reasonable intervals after an invoice becomes due), this is unlikely to amount to harassment.

Needless to say, if a creditor were to call a debtor regularly in an aggressive and threatening fashion or where, for example, a creditor called the debtor at unreasonable times of the day, requesting payment over the phone could indeed amount to harassment.

The rules on what constitutes harassment when collecting debts are quite clear. Calling a debtor is an important part of any credit control process. The key is to approach these calls in a professional fashion.


If a company has ceased trading, can we chase debt against the director’s other businesses?

A limited company has its own legal personality independent from its directors. If Company A is liquidated and Company B starts trading, Company A and Company B still have separate legal personalities, even where the directors of both are the same people.

Therefore, a creditor of Company A cannot pursue Company B for Company A’s debts, simply because the directors of Company A and B are the same.

Where a director of Company A has given a personal guarantee to the creditor, or in extremely limited other circumstances, a creditor may be able pursue the directors of Company A personally. However, in the absence of a personal guarantee, this will be an exceptional remedy rather than the norm.

This scenario, which is not uncommon in practice, highlights the need for a creditor to closely monitor the credit being afforded to limited companies and the benefits of obtaining a personal guarantee from a customer’s director, where the customer is a limited company.


How do you credit check a sole trader or director? Does it require their consent or can it be done without their consent?

Some businesses may be able to undertake credit checks on a sole trader or director using a credit reference agency. If a business does not have access to such a facility, a business can check whether a sole trader or director is a home owner via a Land Registry search.


The original text was first written by Maria Koureas-Jones from Woodfines Solicitors

Business Debt Recovery, Commercial Debt Recovery Business Debt Recovery, Commercial Debt Recovery

Statutory Demands: Quick Recovery




A relatively quick and inexpensive way of recovering cash from a slow paying limited company is the use of the statutory demand for payment.  Many creditors prefer this to taking court action which is perceived as being both slow and costly.


What is a statutory demand?


The starting point is the Insolvency Act 1986.    In terms of Section 122 of the legislation a company may be wound up if it is unable to pay its debts.  The definition of “inability to pay debts” is contained in section 123 (1)(a) of the Act.  This states that “a company is deemed unable to pay its debts if a creditor to whom the company is indebted in a sum exceeding £750.00 has served on the company, by way of leaving it at the company’s registered office, a written demand (in the prescribed form) requiring the company to pay the sum due and the company has for three weeks thereafter neglected to pay the sum …”


What happens if the debtor disputes the Demand?


Failure to respond to the Demand can have draconian consequences leading to the creditor petitioning to have the debtor company wound up.  Accordingly the Demand does give the debtor company the option to dispute the debt by completing an appropriate section detailing why the sums claimed are not due.  This should be returned by the debtor to the creditor or creditor’s solicitor that prepared it.


What sometimes happens is that the debtor company details a dispute which the creditor states is not genuine.  In those circumstances can the creditor simply go ahead and petition for liquidation?  There have been a number of cases which have focussed of whether this is possible.  The issue debated before  the Court is whether or not the dispute is genuine.  If it is then it is highly unlikely that the Court will allow the Petition to proceed.  Often the matter is aired before the Court with affidavit evidence being led as to the nature of the dispute.


In those circumstances it is probably better to abandon the liquidation petition and to proceed with a court action in the knowledge that it is likely to be defended.  It is submitted that this should not be seen as a failure.  After all what does the creditor want to achieve by serving a Demand?  The answer of course is to get paid by the debtor company.  If that company simply ignores the Demand and is prepared to take the consequences of going into liquidation then it is unlikely that the creditor will achieve little more than a few pence in the pound by way of a dividend payment.


However, if there is a genuine dispute then the Demand process really should not have been used in the first place and it is entirely reasonable to expect the debtor company to respond by denying that the sums due under it are due.


Of course the creditor may say that the dispute is not genuine.  However, this really has to be up to the Court to decide.  In any event the “enemy” of a successful recovery is not necessarily denying the debt is due.  The real danger is being ignored.  A debtor company that reacts to the Demand by submitting a denial cares about being wound up and it may well be that the company will have assets to satisfy the creditor after court action has been raised which could well settle shortly after it has been raised.


Originally published by Stephen Cowan, Managing Partner, Yuill + Kyle
Debt recovery + Credit control Lawyers, Scotland


AVC Debt Recovery :Debt Recovery for Business : Tel 0333 121 0161

Business Debt Recovery, Commercial Debt Recovery Business Debt Recovery


Debt Management: What Are Your Options?


An issue faced by many companies is the time and cost of chasing down money owed. This can be an onerous burden. However, there are steps you can take to ease the process


For many businesses, dealing with late or non-paying customers is part of doing business and for some trades and businesses it may need to be factored in. For businesses starting out, expanding or growing quickly the late payers and non-payment allied to the time and effort required to chase payments can be extremely frustrating and costly to the point of a dangerous risk to your solvency.


What are the warning signs?

To tackle the problem of bad debt, all businesses need to stay alert and spot signs that an invoice issued to a  customer could be becoming a problem. If a customer normally pays its invoices on time after 30, 60 or 90 days but payments suddenly start to slip and excuses suddenly start or you can never get hold of the accounts team  this could be a sign that they are experiencing cash-flow difficulties.


Another indicator could be if a customer suddenly starts requesting a breakdown of the invoice or a purchase order number after the invoice payment has become due to you. While such requests may of course be entirely justified they could also be symptomatic of the company suffering issues and using stalling tactics because they are experiencing financial problems; or.

you suddenly start getting queries about the payment terms in your terms and conditions.

All businesses should check the credentials and credit worthiness of customers at the outset and monitor the relationship as it develops, but very often the euphoria of the sale overtakes pragmatism and the thought of losing the sale eclipses the right approach.

When dealing with big companies you should also keep a close eye on media reports as these could provide advance notice that a customer is heading for business failure.

If you have salespeople who communicate with people in offices they can usually tell you what is going on, with the first tell tackle sign of cash flow issues is when workers remark that office supplies start getting tight.

Forewarned is forearmed is the best policy. Always try to give your business time to mitigate any financial risks.

Most businesses with shorter trading histories tend to lack the skills and resources to handle debt management issues in house as their success is built on selling and that is what drives most business. It is a rare salesperson that wants to turn away a sale because of worries about payment.

There is also a fallacy amongst many companies that engaging debt recovery or seeking help in collecting revenues is expensive and an admission of failure and unless 100% can be recovered it is not effective.

Debt recovery offers a return on something. We say that 85% of something is better than 100% of nothing and 100% of nothing will be the return if no action is taken. The law also sets out that statutory charges for each invoice and debt recovery fees can be added on so the law is on your side in debt recovery.

As well as helping to recover monies more quickly and prevent late payers turning into a bad debt, early intervention can help to prevent the situation from spiralling into a costlier legal dispute.


Who can you turn to?

When selecting any debt recovery company to provide services, businesses should make sure it has the understanding of any agreements and the contract you have as well as the ways you wish to do business.

Do they have the flexibility to sort the matter?

The ideal is to get paid quickly and retain the customer.

It may well be that a debt is not recoverable, so make sure your debt recovery agency understand contract law and have the expertise to sort out terms and conditions and contract issues that may have arisen.

Make sure that any debt recovery agency puts prevention rather than cure at the top of their list, and can add value to your business proposition.


How to deal with high profile clients

When dealing with key customers, small and medium-sized businesses can be understandably reluctant to put pressure on them to make payments in a timely fashion.

If your terms and conditions say 30 days it means 30 days and is not a target to perhaps aim for.

Some large companies pay based upon their size and power. We were made aware that a large multinational had accountants who purposely did not pay suppliers until 30-60 days beyond agreed terms and boasted that no supplier would dare invoke late payment legislation and add charges under Late Payment Legislation for fear of being delisted..

There may be a perception that the trading relationship is a valuable one, when in fact hidden financial costs or repeated late payments are eroding any profit. In some instances larger companies may put pressure on their supplier(s)  to accept longer payment terms or demand discounts. Such behaviour could be a sign that the customer is struggling financially and may have been refused credit elsewhere.

In order to prevent bad debt issues escalating, businesses should make sure they have efficient cash collection systems in place. It does not have to be complicated, simple software will tell you when monies are due. If the customer has signed up to 30-day payment terms, you should ensure you ring them promptly if this date has passed. Apply the same effort to cash collection that you do to sales.

Would any good salesperson not follow up, so why not apply this to being paid?

After 45 days, the business should be sending final demands to the customer quoting Late Payment Legislation and adding the Statutory Charge under law.

If no payment is made by 60 days, then immediate recourse to debt recovery should be sought. Making it clear (preferably in your terms and conditions) that the business has a strict policy in place to tackle late payment of undisputed invoices and will apply The Late Payment of Commercial Debts (Interest) Act 1998 can help to lessen the risk of bad debt arising and staying in touch with late payers can sometimes shed light on the extent of the customer’s financial difficulties.


Going to court

We always say that going to court is the last resort, but issuing a claim via the court often spurs late payers into action and the fees can be added to the debt.

In most cases, for claims of less than £10,000, it is possible to make use of the small claims track court system.

The system is simple and most debt recovery companies will walk you through the process, but being realistic about what you can claim is always the best policy.

A realistic business debt that is recoverable for a debt recovery company ids £600.00 plus.

It is no good winning in court if there are no assets, but a good debt recovery company will look at all matters.

Whether you are a start up, a fast growing or a fully established business, it is important to establish the right policies and procedures from the start and this should help to manage and stop any late payer turning into a bad debt.

Here at AVC debt Recovery we offer a full range of services from an initial no obligation conversation right up to recovery in the High Court.

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Debt Recovery of Invoices


Many companies do not realise that they are entitled to chase invoices they have issued that go back 6 years.

Debts like these are covered by the Limitation Act 1980. This statute of limitations sets out the time scales as to how long a creditor can chase the debtor for an unpaid debt.


It is important to remember the specific start point of the time limit, which is set out as starting 6 years  from when the person or business last acknowledged owing the debt or made a payment on account against the invoice, not from when the invoice became due.


However, before you start trailing back through your books and invoice ledgers and doing a Light Brigade charge to see who hasn’t paid you need to pay notice to the following:


1.The Act only applies if you have maintained regular contact with the client regarding this debt, for example you have sent them a monthly / quarterly statement of account (it might be argued that an intermittent letter yearly might be acceptable).

2.If you have failed to maintain contact then the debtor (your client) may be able to claim that the outstanding debt is statute barred under the Limitation Act 1980.

3.If it is barred then it would mean you are unable touse the legal system to enforce paymentfor the outstanding amount you invoiced.

4.However, even if your debt is not statute barred, make sure you have all the required information before you enact the communication of the chasing process. If you provided goods and/or services  then the first thing your customer will request is proof of delivery notes, acceptance notes etc  and their purchase order confirmation if you were working to a PO. There is no point chasing the invoice if you cannot prove the goods were delivered or ordered under a correctly issued contract (an email is a contract).

5.Is theinvoice in dispute? Again check your records to see if you were at any time made aware that the invoice was in dispute. (if you had an admin assistant that was not very efficient who you let go the chances are the dispute may be filed under couldn’t be bothered). If your client has proof that they made you aware of a genuine dispute then this would also bar the Limitation Act as set out above.

6.When chasing any lapsed unpaid invoice allow the company reasonable time to look into the matter, but if they have not been paying for a long period the chances are they will think it will go away again, so set reasonable deadlines and stick to your follow up deadlines. You cannot expect a response within 24 hours, but a response of we’ll get back to you without a timeframe is totally unacceptable. Many companies archive their records every 12 months so if an unpaid invoice payment is 6 years old they will need to dig out all the information. There could have also been in changes to personnel – therefore the person you dealt with or who ordered the goods or services may no longer be working with the company.


As time goes on it gets harder and harder to collect monies as the moment the matter is brought up it will be unpaid because of a dispute, even though none was raised at any point. In theory no company should have invoices outstanding more than 14 days past their terms let alone 6 years. Collecting monies on time will a positive effect on your cash flow and a cash positive company is a happy company. Credit control is a skill and for most businesses can be a very time consuming role; therefore it might pay you to outsource this service to a specialist company as these charges can be less than the cost of hiring an employee.

When credit control is not the answer AVC Debt Recovery’s mantra is ‘do not risk allowing a bad payer become a bad debt’ and seek professional debt recovery analysis and input.

AVC Debt Recovery

Debt Recovery for Business


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More Top Tips on Avoiding Bad Debts

Following on from our 8 tips on reducing your risk to bad debt here are our top 8 tips on being assertive with late payers.


Cash is the lifeblood of all businesses.

To paraphrase Oscar Wilde

“When I was first in business I thought that money was the most important thing in business; now that I am older in business I know that it is.”     

 “Money is like a sixth sense – and you can’t make use of the other five without it.” – William Somerset Maugham


“Always borrow money from a pessimist, he doesn’t expect to be paid back.” 

Of course you are in business so you are not a pessimist and expect to be paid for agreements made and works enacted.

You can run a business without profit, but you cannot run it without cash (money).


It is no use having a full order book and great clients offering you more work if they do not pay and preclude you from keeping your cash flow positive.

It is no use to you having other people’s money sitting in their account after you have provided goods and /or services, and it is not useful for you and your business if you have to spend your valuable time chasing your customers for the cash that you are entitled to. Although no one thing can guarantee success, our experience has shown that following basic steps can improve your cash-flow, reduce your debtor days and minimise the likelihood of bad debt.


1/ Make sure your customers know you expect and want to be paid on time. Set that out in your Ts & Cs. Fail to do this and you potentially invite slow payers. If you went into a restaurant and stated you were not going to pay for your meal for 90 days would you get served?

Do you have a new supplier form that sets out the people who receive and deal with your invoices?

Do you have a process that checks your invoices have arrived on time? Keep the credit control function properly resourced (even if it is just you doing it on a set time and date each week) and align the processes with the people, but have processes that set out contacts and follow up procedures to send out statements and the chasing up of slow payers by email and telephone.

Don’t write letters (unless you attach them to an email) as it just slows down the process and adds cost.


2/ Tell all customers in your Ts & Cs that as part of good and healthy relationship, that all overdue payments will be collected as a debt and action will be taken against slow and non-payers. We sometime seem to worry about asking for monies we are entitled to. It’s not personal but it might become personal when the amount owing starts to put your business under pressure. Being assertive does not make anybody an ogre, but being passive about what is agreed most certainly makes you seem weak, foolish and foolhardy. Make sure part of any sales training includes asking for money and the new supplier payment process.


3/ Set out clearly the cost to the debtor if you go legal in your Ts & Cs. Set out the Late Payment of Commercial Debts (Interest) Act 1998 2013 Regulations. Quote interest, late payment statutory charges and administration charges when you telephone to chase. The law is there for a reason: to ensure cash keeps flowing to those it is due to. Use these costs as a negotiating tool, as you are a nice guy. You don’t want to use the law. Always ask yourself: how relieved are you when you are caught speeding and the police officer states he is not issuing a ticket, but gives you a telling off instead. Explain the reluctance to escalate a £600.00 invoice into £1,000 if they become a debtor under the Late Payment legislation.


4/ Even if you go legal; the process can be stopped any time up to the court and if it does and you win and get a Judgment entered it’s not too late for the debtor to pay and avoid a Judgement following them around for 6 years. A CCJ is not a badge of honour in business and will preclude them credit further down the line. Remind your debtor that if they pay the Judgment amount in full within one month then they can apply to have the Judgment removed from the public register. But if they don’t pay within a month then the Judgment will remain on the public record for six years, even if they subsequently pay up in full. Remind them that the Sheriffs (Can’t Pay We’ll Take it Away; on TV) are unforgiving.


5/ Here at AVC Debt Recovery we use the power of a draft Statutory Demand or winding up order for non disputed debts over £750 against companies (although they often become disputed once the SD is issued), not just a letter. For individuals the amount is £5,000.


6/ Always make a call before issuing any proceedings of any kind (then make judgement call) whether you wish to proceed. Make a call before you issue any claim or instruct a debt recovery company to remind them they agreed to your Ts & Cs and that if they do not pay then costs will increase.  Remind your debtor that this is their last chance to avoid legal proceedings.  Don’t be frightened to use the telephone to issue more reminders to get those waverers who think you might be bluffing to seal the deal before court action.


7/ After any claim is issued ask your debt recovery agent to call and ask the debtor if they want to pay to avoid any Judgment, which will hit their credit rating and go on the public record. Many will take this opportunity. Be prepared to settle at a reasonable level if both parties can sit down. Make sure you instruct to keep all dialogue channels open and remain flexible. Remember 85% of something is better than 100% of nothing and at 85% you might still be making a profit.


8/ Ask your debt recovery agent to ratchet up the demands using both a Letter Before Action (LBA) and a Late Payment Demand (LPD).


We hope you can take something from these tips, but whatever you do check your own Ts &Cs and ensure you are telling people what is acceptable. Here at AVC Debt Recovery we always use the Amazon example. Even though you have already paid the one last thing you must do before they will sell you any product is tick the Ts &Cs acceptance box.

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Important Legal Considerations for small business


1 Choosing the wrong ownership structure

Company structure is probably the most important decision when starting a business. The decision you make has significant implications on your personal legal liability, your tax liability and benefits, your ability to accept investors and how easy it will be to sell your company. Why this is a problem: If you select the wrong ownership structure, you expose yourself to the following risks: unlimited personal liability for your company’s debts and the ability to earn in a tax efficient manner. The wrong structure makes obtaining investors much harder and more expensive to achieve. Our advice: You should always create your ownership structure before you enter into any agreements or contracts. When setting up a business, especially with family or friends, it is easy to assume that nothing will go wrong in the future. You assume that as you trust one another you do not need to put in place things like shareholders’ or directors’ or partnership agreements. Whilst they sometimes consult their own advisers, it’s up to you to make sure that your investment documents comply with the law. If you don’t, and things go wrong, you expose your business and possibly yourself to liability. Why this is a problem: Hopefully nothing will go wrong in the future but even family members and best friends fall out. If the worst should happen you could then end up with nothing and you might face the breakdown of a friendship alongside a costly and acrimonious legal dispute. If an investor puts money into your business and loses money, they’ll often ask their lawyers to investigate whether appropriate disclosures were given. If they were not, investors may sue – and seek damages. Our advice: Securities laws are complicated so it’s important that you always consult a lawyer when d


2 Not having formal agreements Company structure is probably the most important decision when starting a business. The decision you make has significant implications on your personal legal liability, your tax liability and benefits, your ability to accept investors and how easy it will be to sell your company. Why this is a problem: If you select the wrong ownership structure, you expose yourself to the following risks: unlimited personal liability for your company’s debts and the ability to earn in a tax efficient manner. The wrong structure makes obtaining investors much harder and more expensive to achieve. Our advice: You should always create your ownership structure before you enter into any agreements or contracts. When setting up a business, especially with family or friends, it is easy to assume that nothing will go wrong in the future. You assume that as you trust one another you do not need to put in place things like shareholders’ or directors’ or partnership agreements. Whilst they sometimes consult their own advisers, it’s up to you to make sure that your investment documents comply with the law. If you don’t, and things go wrong, you expose your business and possibly yourself to liability. Why this is a problem: Hopefully nothing will go wrong in the future but even family members and best friends fall out. If the worst should happen you could then end up with nothing and you might face the breakdown of a friendship alongside a costly and acrimonious legal dispute. If an investor puts money into your business and loses money, they’ll often ask their lawyers to investigate whether appropriate disclosures were given. If they were not, investors may sue – and seek damages. Our advice: Securities laws are complicated so it’s important that you always consult a lawyer when dealing with investors.


3 Inadequate Organisational Documents

It’s not enough to decide on the right ownership structure for your business. If you decide on a structure that requires documentation – such as a corporation – you must follow the formalities laid down by law and create and maintain certain records. Why this is a problem: If you fail to follow corporate formalities, you expose yourself to personal risk. A court might find you personally liable if they believe that the corporation wasn’t properly established or maintained. Our advice: Make sure that you put in place proper governance and establish and maintain robust organisational controls.


4 Inadequate Corporate Documents

More often than not founders of startups and small businesses know very little about keeping good records (including corporate, tax, employment, human resources, health and safety and so on). Why this is a problem: If your business documentation is not in order, you may face personal liability for the debts of the business. You also create problems for any acquisition because anyone conducting due diligence on your assets and liabilities will have difficulty understanding whether you have properly protected your rights. Our advice: You should consult with a lawyer to ensure that you have the appropriate legal documents required for the type of business you are running.


5 Weak Client Agreements

This is a common mistake among many small businesses who often believe that a handshake is sufficient. It is not! Why this is a problem: It is very difficult to uphold a verbal agreement in court. A properly written agreement on the other hand can protect your interests and rights. It will also typically save you a lot of aggravation and the legal expense of having to enforce your rights. We can’t blame small business owners wanting to save money – we all do! But what is the best-fit for another business’ isn’t always the best fit for your business in terms of legal needs. Our advice: Saving money by using standard form agreements from other companies is not a good idea as it will not necessarily be current in law or fit your own business model and processes.

 6 Weak Internal Agreements

Many startups and small businesses fail to create appropriate employment, non-compete and/or share options agreements for their employees, contractors and directors. This is a huge mistake and can only result in trouble in the future. Why this is a problem: If you don’t protect your rights with an appropriate employment agreement, there is a risk that former employees could set up in business against you using your intellectual property. Our advice: Eliminate the potential for disputes by making sure your employees’ and your company’s respective rights and responsibilities are clearly defined in writing.

Protection Don’t take unnecessary risks when it comes to legal matters


7 Ignoring Intellectual Property

Many small businesses – especially non-tech small businesses, believe that they don’t have any intellectual property risk. On the contrary we represent many clients in non-tech industries in numerous patent, trademark and copyright disputes dealing with mundane non-tech products and services. Why this is a problem: If you ignore intellectual property, you fail to protect your rights and may not properly acquire ownership to intellectual property that could be critical to the future success of your business. For example, if your employees invent new technologies or processes in your business your employment agreements should clearly specify that they assign those rights to your business. Our advice: If you’re licensing your trademark or software to another company, you need to make sure that you’re not giving away your intellectual property.


8 Doing Business Online

Most businesses have both an online presence and correspond by email. Internet advertising, trading online, corresponding by email, email marketing and holding data come with a host of laws and regulations. Why this is a problem: There are many rules and regulations regarding websites, email and trading online that must be followed in order to comply with the law. Many people regard the reading of privacy policies and terms of use agreements as boring or unnecessary, but their presence on websites (especially those that collect any type of personal information) are essential if you are to avoid lawsuits or legal problems. Our advice: If you’re trading online and promoting services using digital media then you need to be aware of the related laws. Get advice to make sure your business is compliant. Harmonious Safe Strategic Professional


9 Debt and Litigation

Litigation is expensive. Very expensive. Typically, the only people who profit from litigation are the lawyers. Why this is a problem: Cash flow is king. If your customers don’t pay you on time or try to avoid paying, your business could fail. Calling and asking for payment time after time must be dealt with quickly. Litigation is a weapon of last resort that must be balanced with the debt and its cost of recovery Our advice: Include consequences for late payment and dispute resolution clauses in your contracts and enforce them promptly as part of your business processes.


10 Taking risks with Health & Safety

By law, all businesses need to assess potential risks in the workplace. Health and safety fines can be hefty and can cripple your business. Only firms with fewer than five people are among those not required to come up with a written statement. Why this is a problem: If you fall foul of health and safety law you could face a fine or worse be sued for damages in respect of accidents at work. Businesses with over five members/employees need to provide certain statements which address matters such as what to do in the event of a fire and the procedure for reporting and dealing with accidents. Our advice: Ensure you have the necessary written statements for health and safety matters and don’t wait for an incident to happen.

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What’s in a Footballers Contract


CW Contract Law and Legal Simplify the  in’s and outs of a Footballer’s Contract


It’s that time of year when rumours of players on the move from one club to another abound. Come the end of the Premier League season we’ll see swathes of football fans turn to the infamous rumour mill to get their fix of football. Exorbitant numbers and ludicrous weekly wages will be splashed across the back pages on a regular basis throughout the summer but in 2015 we still know very little about what goes into a football player’s contract.


Famously Robbie Fowler never looked at his Liverpool contract while Paul Gascgoine’s reportedly included a clause that demanded his accommodation be close to a fishing lake. Stefan Schwarz’s contract banned him from space-travel.

Regardless of the crazy clauses and ludicrous demands, Footballers’ contracts are often incredibly lucrative but usually incredibly complex.

“When I was playing, a contract was probably three, four, five pages long…nowadays they contracts are more like a John Grisham novel” Mark Lawrenson

But what exactly is in the mysterious pages of a professional football contract? We opened the door to a secret world inhabited by only those lucky enough to play the game professionally and wade through the ‘legalese’ to show you what goes on behind the closed boardroom doors of professional football.


The area of interest for the vast majority of football fans is the salaries of Premier League and Football League players but the reality is they are quite straightforward.

"A contract will include a basic salary, signing-on fees, loyalty fees, objectives based on games, sub-agreements for image rights and any clauses you may wish to negotiate." Matthew Buck – PFA

According to the PFA top earners in the Premier League (Wayne Rooney, Radamel Falcao) can earn upwards of £250,000 but the average player in the top flight will take home between £25,000 and £30,000 a week.

That represents a weekly income akin to the average yearly income in the United Kingdom.

The drop to League Two wages is remarkable but even players in football’s fourth division average a weekly wage between £1,300 and £1,500. That can vary wildly and some players make below the minimum wage (as revealed earlier this season by Torquay United manager Chris Hargreaves.

Financial Fair Play regulations introduced by UEFA have caused Clubs to focus on performance related earnings to drive down their wage bills and avoid any penalties.


It’s widely understood that players make a vast chunk of their change through bonus system built into the majority of players’ contracts. A short appearance from the bench could earn a player as much as £5,000 while goals, assists and clean sheets all come with a tariff.

In some contracts in the MLS players are remunerated for second assists, otherwise known as the pass that led to the pass to the player that scored.

Squads will split a bonus pot based on league positions and achievement in cup competitions and very often senior players at a club will hand their lucrative league bonuses to the junior players at a club as a gesture of goodwill.

Those bonuses can sometimes affect a player’s behaviour.

"I know some players who have come in on high goal bonuses and it's no surprise when they are shooting from all over the place." Preston Striker Kevin Davies

Apparently clubs are getting wise to this and have started to cut back on individual performance related bonuses; instead focussing on team achievements. 


Sometimes contracts will contain unusual clauses. Upon joining Sunderland in 1999 Stefan Schwarz let slip that he would be interested in travelling into space one day so the club swiftly slapped a galactic travel clause into his contract.

Crystal Palace played host the twilight of Neil ‘Razor’ Ruddock’s career and then-chairman Simon Jordan reportedly included a clause in the aging midfielder’s contract that ensured his earnings would reduce if he was found to be overweight.

Occasionally it’s not the unusual clauses that provoke bizarre behaviour but the more routine. Buy-out clauses have been widely reported recently especially in the summer of 2013 when Arsenal bid £40m and one pound to trigger the release clause in Luis Suarez’ contract. The Uruguayan never made the trip to London permanent but the story became big news overnight. 


"The biggest contractual issue comes when a perceived bigger club comes in for a player, or a player is aware of the interest via an agent or the media.

Players want to better themselves but the PFA encourages players to always honour their contracts because we expect clubs to do the same."


PFA regulations are clear in the matter that if Player’s do break widely accepted rules with regards to behaviour they can only be fined a maximum of two weeks’ wages by their club. While that can seem like a paltry figure, Carlos Tevez’ tantrum in Munich cost him around £400,000.

Usually it’s much more cordial and, should a player desire to leave, he’ll waive his basic salary but would continue to be paid signing-on or loyalty fees as per his contract.

Luckily for the vast majority of people in business, a contract or agreement is a much simpler matter than that of a footballer’s. CW Contract Law and Legal understand that and are committed to ensuring all your paperwork, contracts and legal documents are spelt out in language you understand. 


To get in touch visit us at or  call us on  0161 333 121  for a no charge no obligation discussion about how we can add value to your business proposition through a legally compliant affordable concise contract.

Handling a Dispute: Business Briefing


Does the business really want to be involved in legal proceedings?

Is it possible to negotiate a settlement?

Practical steps to take when a dispute or potential claim arises.


Handling a dispute: Business Briefing

This Business Briefing sets out the actions a business should take when a dispute or potential dispute arises. It applies to any dispute or incident, whether started by the business or brought against it (for example, a dispute with a trading partner or a prosecution by a regulatory body).

Does the business really want to be involved in legal proceedings?

It is very important to understand what the business is getting involved in. It is almost always better to find a commercial solution to a dispute. Consider:

  • The value of the claim, the costs involved and the commercial implications of success or failure. Even if the business wins, it will not recover all of the legal costs it has incurred.
  • What the business is trying to achieve from the litigation process.
  • The time, cost and management commitment involved, most of which is incurred early on in the process.
  • How it will affect ongoing commercial relationships.
  • Whether the mere existence of a dispute will create difficulties in bidding for new business or otherwise adversely affect the business’ reputation.
  • Whether there is a commercial advantage to the dispute (for example, by showing that the business is serious about trademark infringement).
  • What the effect will be for both parties if the dispute is made public.
  • Whether the other party will be able to pay up if the business wins.
  • All litigation is to some extent speculative (for example, how will the witnesses perform in the witness box?).

Is it possible to negotiate a settlement?

  • A business should not consider it a sign of weakness to approach the other side to explore the chances of a settlement. This can be done at any time during the litigation process, even during a trial. Settlement negotiations facilitated by a neutral third party (known as mediation) are increasingly popular.
  • Always take advice first to ensure the settlement discussions are conducted on a “without prejudice basis”. This means that anything said about the dispute during the settlement negotiations or in any written settlement offer cannot be used later at the trial. This protection only applies to statements made purely in an attempt to settle the case.
  • Consider who should handle any negotiations. It is generally advisable to appoint one person with overall responsibility.
  • If an offer is made, the business should consider its present-day value, bearing in mind how long it will take to get to trial and the potential cost of litigation.

Practical steps to take when a dispute or potential claim arises

  • Take advice as soon as possible after an incident occurs.
  • If the business receives any formal documents requiring a response within a specified time, take legal advice immediately.
  • Do not leave everything to the last minute. There are time limits which a business will need to comply with. Ensure the business:

a.knows which time limits apply; and

b.has enough time to comply with them.

  • Avoid talking to the other party without having a lawyer present. It is important to avoid saying something that may be used against the business at a later date.
  • Do not admit anything or agree to settle without taking advice. If the business is forced into a discussion without legal advice, do not admit anything or agree to settle.
  • Limit internal discussions to those with a real “need to know”. However, ensure that anyone within the business with day-to-day contact with the other party is aware that there is a potential dispute.
  • Do not communicate with any external party (for example, a trade association) without taking legal advice. Do not send documents relevant to the case to external parties or ask them to send them to the business without taking legal advice.

Do not destroy, delete or amend any relevant documentation

  • A business should not destroy, delete or amend any documents or media containing information relevant to the case (for example, notes of conversations, diaries, e-mails, photographs or tapes).
  • Suspend any routine destruction process that the business may have in place.
  • Ensure everyone with access to information relevant to the case is immediately notified not to destroy it and to be careful when creating new documents.

Be careful when discussing a potential dispute or preparing a report on an incident

Businesses may have to show embarrassing or damaging documents to the other party or the investigating body as part of legal proceedings. Therefore:

  • Always consider whether a written document needs to be created.
  • Think about what is being recorded and how it would appear if it was read out in court. Take legal advice first if it is likely to contain confidential or sensitive material.
  • Never speculate, offer opinions or make critical remarks: simply stick to the facts.
  • Remember that e-mails are documents, just like letters.
  • Only send the document or e-mail to those who really need to see it.

A business may have to implement improvements or changes in practices following an incident, implicitly showing that previous practice was flawed. Take legal advice to find the best way to do this without prejudicing any possible litigation.

Protected communications

  • Communications between a business and its legal advisers do not usually have to be shown to the other side or regulatory body. They are protected by the legal concept of privilege and the lawyer’s general duty of client confidentiality.
  • However, some communications are not protected. For example, take legal advice before marking documents “privileged” or “confidential”. Using these terms on a document or copying it to a lawyer does not, in itself, make it privileged or confidential.

•              Privilege and confidentiality can be lost if the privileged or confidential information is distributed or copied too widely. Only circulate it on a real “need to know” basis and never copy it externally without taking legal advice beforehand.

Is the business insured?

Check the business’ insurance policy to see if it is an insured claim. If it may be, notify the insurers immediately and follow their claims procedure, otherwise the insurance claim could be invalidated. The business may need to get the insurance company’s consent before taking any action.

Establishing the case

  • Evidence. Locate and preserve any relevant materials as soon as possible.
  • Witnesses. Identify anyone who may be relevant to the case and, therefore, may have to give evidence. Are they still employed by the business, if not, can they be traced? Contact the business’ legal advisers immediately if there is any reason why they might not be able or willing to give a statement (for example, if they were dismissed or are ill).
  • Other parties. Tell the business’ legal advisers if there is any other party who may be liable or should be involved in the case (for example, was the disputed work sub-contracted?).
  • Assets. Inform the business’ legal advisers if the other party may consider disposing of its assets so that it cannot pay if it loses. A business may be able to obtain a court order to secure its claim. Also consider where the other party’s assets are.
  • Management time. Keep a record of management time taken by the case.
  • Case review. Review how the case is going on a regular basis. Consult all areas of the business that the dispute is likely to have an impact on.


There are 4.8m small businesses in the UK and the number is growing as is the propensity for late payments.

Here are some facts provided by Sage.

£30,000 plus.

1 in 3 small businesses are owed more than £30,000 in outstanding invoices

4 Hours plus.

1 in 5 businesses are spending at least 4 hours a week chasing outstanding invoices.

60 Days plus.

2 in 3 small businesses say they have had to wait more than 60 days for an invoice to be paid.

90 Days plus.

Almost 50% say they have had to wait more than 90 days.

Here at AVC Debt recovery we never feel guilty about asking late payers for our client’s money and neither should you.


Many small businesses dream of getting the large accounts with big business, only to find that very often they are the worst offenders when it comes to late payments and the life blood of any business - cash- is being squeezed out of them.

We have spoken to a multinational accounts department who have openly stated that their policy is 90 days plus despite promises of 30,40,50, 60 days and the law being against them. Another serial late payer is the public sector, but more often than not that is caused by poor communication and the specifics and machinations of a convoluted payment process.


Top 10 Excuses for Late Payment

  1. The cheque’s in the post

This one is still in circulation, but less so nowadays as bank transfer has now reached over 50% of all business payments

Simple way to overcome this is to create a facility to accept bank transfers and even accept card payments. If you have card payments you can accept payment on the spot and offer to cancel the cheque. Be creative: offer to deduct the £12.00 fee of stopping the cheque from the invoice and issue a credit there and then.


  1. No one is available to sign the cheque

This one that should be ironed out at point of sale by always asking who pays you and how, as it will come up that perhaps the business may only have one or two people who are approved signatories. Ask to speak to that person, as if that person is that important they will not go anywhere without a mobile telephone and unless they are at the peak of Everest then there are not many places left in the world without a mobile signal. Use this as an opportunity to generate a more efficient alternative payment method or to upsell to the owner.


  1. I haven’t been paid by my customer yet

Another common excuse, this one essentially moves the cash flow impact from their business to yours. This is not an acceptable excuse and you must be clear that you have no contract with their customer and there is no flow down of liability. You are not responsible for their chasing procedures. This is the time to apply late payment interest charges under the 2013 Regulations as they are then able to flow these down without objections. The additional costs enabled by government legislation should be enough of an incentive to get them to pay.


  1. I haven’t received the invoice

Be ready for this one and have an invoice sitting there on screen when you dial the number and send it as an email attachment whilst you speak to a named person and get confirmation they have received it.. That way you can clarify there and then that the invoice is not disputed and you want immediate payment. If you use accounting software, you should have a record of when the invoice was sent and if it was delivered successfully, so you’ll be able to prove that it was sent. If not then the email is the record. Don’t get bogged down with whether it was received, use this opportunity to get a payment date.


  1. I need to set you up in my online banking

OK, but insist that until that is done your contract is based upon what was agreed, just as the price does not change. However, online banking set up is now fast and efficient by all bank providers as they are all vying for business. It can be done in a few minutes.


  1. We’re changing bank  accounts

Nobody can exist in a business without a bank account, so this excuse does not hold water. However, always turn the excuse intro an opportunity and get a payment time. Add on interest and tell them that the new bank will expect this if they are not delivering. The Current Account Switching Scheme, which was introduced in 2013, changed the time to switch accounts from 30 days to just 7 days. At the time 36 banks had signed up, so it’s unlikely that your customer will be without an account for more than a week. They should be able to pay as soon as the transfer is complete. 


  1. We don’t have a pay run until next month

Again this is all part of the due diligence at point of sale. Often businesses only have a payment run once a month and more often than not rob Peter to pay Paul. If that is the case then ensure you are on the payment run for the following month. Get the date of the payment run and mark it in your diary to telephone 1 week before the payment rum to check that you are on there, then telephone again 3 days prior, as getting put on then bumped off is a common occurrence for monthly payment runs.

Then ensure that you get your invoices in 7 clear days before any payment run and perhaps follow up to see if you are on any payment run. Even companies who operate a strict one payment run have flexibility to make a one-off payment to clear the invoice.  Ask to speak to the FD, MD or business owner as they will usually rather pay than discuss late payments.


  1. We always pay within 60 days, not 30 as it says on your invoice

Make sure that your payment terms are clearly stated in any contract or Ts & Cs. If you do not have any then make sure you get some and send them electronically with every sale. “Please find attached our terms and conditions,” and make sure your payment terms are clear and unambiguous. It is imperative that payment terms are discussed at point of sale and once sent then those terms apply, despite what anybody says. Reissue a copy of the invoice via email or a quotation which shows the terms and explain that you’ll apply Statutory Late Payment Charges  and interest at 8% above base rate = 8.25% on any overdue amounts.


  1. We’re not happy with the goods / service

This usually only comes up when someone does not wish to make payment (why wait 30 days to complain about something you are not happy with?). We have even seen cases where testimonials have been applied on the quality of the service, yet later the quality of the deliverable is disputed. This needs addressing without prevarication. Ask for details about what was unacceptable and how this can be put right. Make an immediate flight or fight decision about whether they have genuine grounds for complaint and whether it’s feasible for you to rectify it. If you can, do it immediately and then reissue the invoice. If not, then negotiate a credit against works, but if you are of the opinion or do not believe they have a case, continue to pursue the whole outstanding amount. Always try to have dispute resolution in your contracts and terms and conditions so the process is clearly mapped out.


  1. The computer is down

This is a surprisingly common excuse but the reality is that as most business are now so completely reliant on computer systems to do the most basic tasks, it’s unlikely to be down for long. Insist that payments are made as soon as possible or offer alternative methods, like taking the payment by phone. 


All the tips in the world should not preclude common sense at point of sale, getting an agreement on the payment terms and a set of terms and conditions.

These tips will help you deal with the those customers who are forgetful and perhaps a bit disorganised, but those who have no intention of paying are a different kettle of fish.

It is imperative that those late payers who have the potential to become bad debts are dealt with and we always advise that when you feel that is beyond your ability to chase then instruction to debt recovery is sought, so you are at the front of the queue for any payments because if they are not paying you the chances are they are using your monies elsewhere.


Here at AVC Debt Recovery we look to act for our clients to get their monies into their accounts either no win no fee or via a fixed fee from the invoiced amount.

If you require a free debt recovery consultation pleas e visit our website We also check contract and draft terms and conditions.


A business with an occasional debt


So you're a Business with an occasional debt?


Like many companies now stated to be owed £52bn-61bn in overdue payments you most likely get the odd debt cropping up every now and again? These may be from other businesses or even individuals. Many businesses often decide to just let these debts pass (we have seen passes up to £50k), thinking it's not worth the hassle to try to recover them. In contrast, other firms decide to try to recover every debt no matter how small (as a matter of principle) - after all nobody likes the feeling of being owed money after delivering services and/or goods to someone.


£6 inc VAT to recover your does that sound?


If you consider that our Letter before Action (LBA) letter is priced at just £6 inc vat then really no amount of money owed to you (debt) is too small to try to recover. We can also send an email and a text to your debtor too. As William Lowndes (1652-1724) famously said:   “… Look after the pennies and the pounds will take care of themselves.”

Added to this our full range of services are no win no fee or fixed fee on collectable debts.

Visit us on for access to our £6 LBA for any business debt over £600.

If you would like to see a sample LBA then please email and we'll email you one over.

Worried about Larger Debts?


Perhaps you have the one large debt, but you are worried about your debtor's solvency, then please email Colin Ward on  or call our office number on 0333 121 0161 for complimentary consultation with a debt recovery expert.  Remember, if you are chasing someone for money then others probably are as well so use our services to get yourself to the front of the queue to get your monies into your account.

As we always say: ‘Don’t let a late payer become a bad debt’ and ‘It’s not a great sale until the monies are in your account’.


Prior to the engagement of AVC Debt Recovery the Company that owed me money would not communicate and stated they were not prepared to pay anything of a £20k debt to my company.
The help and persistence AVC not only brought a representative from their Company to have serious  dialogue but they achieved a satisfactory settlement of the matter.
(Keith Askham - Java Facilities Limited)


AVC Debt Recovery

Business Debt Recovery, Business Terms and Conditions Business Debt Recovery

Debt Collection Advice For Freelancers


With 15% of the workforce in the UK now self-employed, it’s not just the big businesses that need help with credit control and debt recovery/ collection.

Chasing overdue monies before they become a debt  can be difficult for any business – especially if you are self-employed and the role of credit controller falls into your lap.


How to be your own credit controller

Whether you employ an external bookkeeper to help or not, chasing late payers can be a difficult decision to make when you work for yourself.  Switching from a sales and marketing mind set and relationship with your customers to one where you are pressing your lifeblood and contacts for money can be difficult at the best of times and not a transition many people like to make. 

Whilst it may be uncomfortable to put on the debt recovery hat, it shouldn’t stop you from doing it.  Prompt payment of your invoices is essential if you are to survive in your business.


Set clear payment terms up front

The key lies in setting the right terms down from the start as this can help you avoid cash flow problems, client relationship breakdowns, and awkward telephone calls in the future. We always say that onl;y focusing on the sale and forgetting to ask how and when you are going to get paid may be storing up issues at the outset.

If you work in the service industry, it’s may be prudent to ask for part payment or deposits up front to safeguard yourself against any payment problems down the line.  Basic credit checks may also be wise. Sometimes asking for payment in advance for products is not an insult. As a small business, your prospective customers may push against any payment terms and try to negotiate with you, but always remember how much harder you may need to work to make up for goods or ser4vices sold and not paid for.  Remain strong in your conviction and remember that a promise of business is only worth it if you get paid for your work on time.

Be clear about your payment terms when you establish new relationships and set those terms out clearly in quotes, contracts and terms and conditions. That way no ambiguities will exist and disputes will be reduced.


Don’t wait to chase for overdue invoices

If you do run into problems with late payers, you don’t need to go in hard straight away.  Get on the phone and politely ask the person responsible when you can expect payment.  Don’t leave the call without your client telling you what day they will be paying you and by which payment method.

If the problem escalates and you suspect your customer has financial problems, it is worth speaking to a professional debt recovery agency. The earlier you act against a later payer the less chance you have of that later payer becoming a bad debt. . Faster action improves your chances of being able to recover monies. Get yourself to the front of the queue and persistence often precludes the debtor using the cash elsewhere.


To find out more about our professional debt recovery and credit control model and claim your Free debt recovery consultation contact us at AVC Debt Recovery.

Business Terms and Conditions, Business Debt Recovery Business Debt Recovery

How Debt Recovery and Debt Collection Works


Your idea of a business debt collector?


Mention the words debt recovery or debt collection to most people and they immediately get a vision of a burly tattooed bloke with a crew cut, limited vocabulary and baseball bat. The reality is far removed from this.


While there may be unfortunate times when your business needs to employee the services of a bailiff or sheriff (who may or may not look like your mental picture because most of them are very polite), there’s a long process to go through before they can just turn up on your debtor’s doorstep to take away his belongings including car and computers. In fact the law is quite specific about what can and can’t be taken.

When you engage the services of a professional debt recovery business like AVC Debt Recovery using our “no win no fee or Fixed Fee deliverable, there is a process to follow, and this process happily gives your debtor many opportunities to change their mind and settle your unpaid invoice.


Attempts to Contact


The first thing to do with a debt is to contact the company that owes you money and find out if there’s a reason why they have not paid. Perhaps they claim that they didn’t receive your invoice, or perhaps your invoice was incorrect and is now sitting in the pending file. Perhaps there is a genuine error and in some cases people actually have not chased their invoices and a telephone call solves the issue. Perhaps there is a dispute that both parties have put to one side and forgot about. While sometimes there are genuine reasons perhaps they are just excuses to avoid paying, The best scenario in collecting monies is prompt credit control procedure that enable a quick and easy resolution.


Payment Plans


However, if there is a late payment that is not easily resolved then action is required. If a company says that they are in financial difficulty or can’t pay you, then the next step is to see if you can agree a payment plan for the debt. Here, the debtor commits to pay the debt in instalments over an agreed length of time and in agreed instalments.

It’s important to at least attempt to reach a compromise with the debtor because if you do end up in court, judges will look more kindly on your side of the argument when they can see that you have tried to act in a constructive way to settle the dispute without taking up expensive court time.


Final Warning before Action

If you can’t agree a payment plan, or the debtor is unresponsive, then the last step before going to court is to issue a final demand. This communication will be sent by both email and by signature required mail.


Here you issue a deadline after which if the debtor has not paid in full you will state you will commence legal proceedings to recover your debt. Before issuing such a demand it is important that you are absolutely committed to following through. It's not good practice to issue threats and not act on them, and doing so could be interpreted as harassment.


County Court Judgement

If the debtor does not respond to your final demand or they do but you can’t agree a payment schedule, then you have no further options except to take them to court. The process of taking a debtor to court can last many months and winning is not an exact science, but if you have  a case you will win and obtain judgement against the debtor..


Court Judgement-backed Payment Plan

Judges often manage outcomes by imposing a payment plan on your debtor, especially if they ask for one. This is not ideal, but with a judgement backed payment plan you’re in a much stronger position than a payment plan agreed between you and the debtor. If the debtor fails to pay you at the agreed time you can apply to the court for a warrant for bailiffs to seize property and goods to the value of your debt. It is only at this point as a complete last resort that the professionals we all have the perception of and see on the TV get involved. However, be aware that clever debtors can frustrate the system.


Why use a Debt Recovery/Collection Agency?

Of course it’s possible to do all of this yourself, but you are a professional at your business and what you do will be a more important and constructive use of your time. The big advantage of involving a professional debt recovery agency is that they can apply all facets of Late Payment legislation and communicate to the debtor to see if a constructive payment plan can be instigated prior to any court action. It also sends a clear message to the debtor that things have got serious and it’s time to pay up. If the debtor company is financially stressed, then they’re probably juggling who gets paid at the end of each month. By elevating your late invoice and involving a specialist in business debt recovery you get your monies to the front of the queue. It’s like being a celebrity at Wimbledon tennis. We make sure you are not queuing on Wimbledon Common, we get you to the front to get in (paid).  We have the know-how to see the process right through to court (not the centre cout), but before that we have placed your invoice right up to the top of the list.


Many companies pay up very quickly once we contact them and we aim to collect all outstanding monies well before court proceedings are necessary. Sometimes a writ spurs the debtor into action to pay


You have a right to add a statutory charge, interest at 8% above the Bank of England base rate and recovery costs to a late payment from a business customer. This means that, if you choose to, we can add our fees to the debt , so the late payer pays our fees and our service ends up costing you nothing, or you can use a fixed fee service where we take a percentage of the debt, so you get 85% of your monies which, in 9 times out of 10, the client stays with you and becomes a more diligent payer.

For more information visit

Business Terms and Conditions Contract Checking Service

Who’s Making Sure You're Getting Paid on Time?


Benefits of credit control


"It Doesn't Count 'til it's in the Account"


For a small number of people paying on time is part of their ethos, but unfortunately for most their human nature is that they will not pay you until they are reminded to.

Many business people find asking customers for money a tricky and often uncomfortable conversation to have, but the longer the debt remains unpaid the more difficult it becomes to collect and the more at risk you are of a later payer becoming a bad debt..


With bad debt and cash flow issues cited as two of the main reasons most small businesses fail it is vital that someone in your business is tasked to keeping an eye on your outstanding monies and guarding your cash flow.


What is Credit Control?


Credit Control is the system used by a business to make certain that it gives credit only to customers who are able to pay, and that customers pay on time. It is a critical part of a well-managed business that will help minimise bad debts and improve the cash flow in your business. Improving the management of your debtor book can release important cash flow into your business and help avoid the need to pay interest on overdrafts, offer discounts or use expensive invoice discounting. In any business cash is still king. You can run  a business without profits, but you cannot run  a business without cash.  Having cash to make payments on time will improve your own credit terms with suppliers. In other words, managing your debtor book can help keep those juggled balls in the air.


Credit control requires specialist skills together with the right systems and processes in place at the business and the right processes or systems does not mean expensive software it often involves simple processes that start with a basic supplier form that clearly sets out contact names and payment days and  the filling in of this form by any potential customer often tell s you a lot about whether they will be a late payer. It’s not just about collecting cash from late paying customers, good credit control is based on building relationships with your customers and creating a rapport with them. Calling a customer to chase money can often be a difficult conversation, especially if you omitted to clearly set out your terms of business form the outset. Also, if you’re not careful you could easily upset them, so it's always best to be polite and professional and to remove the emotional side of things from the call.


Credit management is also about assessing the risk of potential customers from day one, before the sale is even made and deciding how much credit (if any) you are comfortable extending. If you trade with customers over an extended period, you need to keep your credit ratings current and stay on the lookout for the signs of a business in financial distress so you can adjust credit limits limit your risk of getting caught out by a customer going into administration owing you money.


Ensuring that have the requisite knowledge of your customer’s processes and approval systems when it comes to invoicing is also a crucial factor, especially when dealing with larger companies who often omit to tell you that invoice is incorrectly submitted will be filed in a pending tray. It is tough enough getting paid on time without realising 35 days after the invoice is raised that it is wrong and needs re-submitting. With many companies only having one payment run a month nowadays this could result in your business having to wait over 60 days before you receive payment, which could be damaging if the cash flow from that invoice is being relied upon. 


Reduce the potential opportunities for people to pay you late, so check that your invoice is up to scratch and meets all legal requirements. Customers will not let you know if there is a problem with your invoice – it will just sit on their disputed pile so it's really important to get it right first time. If you are sending an invoice out to a new customer then it is worth giving them a call a few days after you sent it just to check it has been received.


Dealing with Overdue Invoices


One of the many challenges small businesses face is tactfully, but firmly, securing payment from customers who have disputed an invoice. When this happens, however tempting it might be to try to avoid conflicts, you must not ignore the problem of a late disputed invoice. It certainly won't go away on its own and it's far better to tackle the issue quickly before positions become entrenched.


If an invoice does become late, the Late Payment 2013 regulations give you the statutory right to add late payment interest and compensation charges to the debt. When all reasonable efforts have failed you should escalate the invoice quickly, for example by passing it to a business debt recovery service such as AVC Debt Recovery,  which will preclude you from having to listen to yet another excuse for paying late. The cost of the service can be added to the debt as a compensation charge, so in effect your late payer ends up paying for the collection service. It's important that the collection service has teeth and can see the process through to a County Court Judgement (CCJ). This way the debtor knows it's time to pay and most will do so long before such measures are necessary.


Outsourced Credit Control


Few small and medium sized businesses can afford a specialist credit controller and often it is down to an administrator or even the owner to deal with it. This takes up their valuable time when they should be doing what they do best – in most cases that’s winning new business. Many businesses do not realise that this kind service exists let alone that it can be bought on an outsourced basis.


Outsourcing gives you the option of using the service as and when the need arises, therefore it reduces the need of employing specialist staff who you may not have a full time position for.

Why not go and take a look at your debtor book – you will be surprised at how much is sitting in the overdue column – remember that’s your cash and it should be sitting in your bank account!


If you would like further information or advice on managing your debtor books, or to know how AVC Debt Recovery can benefit your company cash flow please contact us.

What to Look for in Debt Recovery Debt Collection


Looking for Debt Recovery/Collection?


Choosing a Debt Recovery/ Debt Collection Service


You have delivered work OTIF and your patience has reached breaking point. The customer who agreed payment terms has used every excuse in the book (and sometime some that aren’t even in there), not to pay you and played for time at every turn.

Therefore enough is enough. It is important you get your money, but you have to focus on running the rest of your business too. Time to turn to a debt recovery/debt collector for help, but what should you be looking for?


Can’t Pay? We’ll Take it Away.


We have all seen the TV shows featuring large gentlemen intimidating recalcitrant payers into coughing up, the popular image of a debt collector is a large necked man in a suit. We also remember Vinnie Jones in Lock Stock and Two Smoking barrels. This may be the kind of approach some businesses are looking for, but if you value your reputation and brand you are likely to be looking for a more professional approach that approaches debt recovery from the legal standpoint.

The ideal scenario is to get paid whilst continuing to do business with the customer, so sometimes credit control and nudging the customer into the position of payment is the way forward. Whatever happens you must be smart and realistic.

Employing a debt recovery company need not destroy a business relationship, in fact bringing in a third party can remove emotional baggage from the negotiation and leave relationships in better shape after the issue has been resolved.


The Vinnie Jones option is not for business.

A company that employs large necked gentleman with tattoos is not either.

 A credit control company that specialises in business debt collection can combine a professional approach with a less aggressive initial contact, quickly ramping up the pressure on the debtor to legal action only if the debtor does not respond positively.

A debt recovery solution that is Free at point of engagement is also an option now thanks to UK government legislation.


Alignment of Interests

Ask yourself what the alignment is with your debt to the ethos of the collection process.

Are you prepared to pay a percentage of  the debt to the collector or do you want all the invoiced monies? If you want the former then you need to look at an upfront  fixed fee, the latter “No win-No fee”.

Are all interests lined up in the recovery process?

Does the debt recovery company tell you your chances of recovering the monies?


Many legal firms will send an automated threatening legal letter to your debtor for a very small fee. But why would they do this? Clearly its because they hope the debtor ignores it and you have to end up spending money with them taking the debtor through the courts. It’s a simple loss leader for them. The letters have impressive-sounding titles like ‘Letter Before Action’(LBA), but the more it’s used (and there are more and more of legal firms offering this service), the more debtors are getting wise to the idea that the letter costs only a few quid and the threat is empty.


Some debt collection companies charge an upfront fee to work on your behalf or they charge you a percentage of recovered monies.  Here the fee of between 10% -20% come out of your monies so you receive 80% - 90% of your monies.

But you can avoid these and instead choose a business that backs itself with a fee that is only charged on successful recovery of your debt . This is called “No win- No fee” debt recovery from a company who use the Late Payment of Commercial Debts (Interest) Act 1998 (2013 Regulations) which enables them to earn money from the addition of fees under late payment legislation. Ultimately most debtors pursued under this methodology do not say, but it is the most effective methodology of debt recovery as the debt recovery company are highly motivated to recover the monies.

All companies who offer “No win- No fee” also operate fixed fee, but many legal firms do not operate “No win – No fee”.


Alignment of the aims is key to choosing your partner in debt recovery as then you know that the company you have chosen has exactly the same interests as you, namely to bring in the most money in the quickest possible time.


Check also that the debt collection company will give you the option to add late payment interest and their fees to the debt to be collected. You now have a statutory right to charge our debtor for these. If these additional sums are successfully collected, the debtor will in effect be paying the debt collector and you’ll be getting the service for nothing.


The Big Stick


It’s important to check that the debt collection service you employ has the capability of taking the case all the way to court in the small number of situations that require it. The reason for this is that the debtor needs to know, deep down, that this has become serious and they really need to deal with your outstanding payment rather than go to court and accrue more cost.


US President Theodore Roosevelt said of foreign policy ‘Speak softly and carry a big stick’.  If the polite insistence of your debt collection company is backed up with the credible threat of a court action, then you’re far more likely to get paid quickly and not need to end up in court at all. Check your debt collector has the ability to take your debtor to small claims court, and perhaps more importantly that their website makes it clear to your debtors that this is the case. If the debt recovery company is of the Al Capone type then they will use his phrase on how he got his own way: “… a few kind words and a loaded gun”.


Making the Best


It may be that there are serious financial problems with the debtor company and that you feel that anything you can get out before the train crashes is a bonus.  A good debt recovery company will enact credit checks and advise on the chances of a payment. Where it become a case of  “impossible to pay " rather than "won’t pay” then a good debt recovery company will not take your money or take the job on. However, when push comes to shove a good debt recovery agency will enable payment. Where financial issues are the case, it is often best if your debt collector can help you agree a payment plan where the debtor pays you in instalments over a few months, with the aim of getting paid ahead of other creditors. Check your debt collection company will negotiate for you rather than just insisting on full payment immediately and driving you into a costly and ultimately fruitless court case. Remember it is not a win if the debtor goes pop and has no assets to cover your debt. It isn’t a win till it’s in (your account). That and the fat lady singing of course.

Here at AVC Debt Recovery we work closely to align the needs of our clients to ensure they receive their monies as fast as possible offering a Free debt recovery service under Late Payment legislation and fixed fee work.

Legal Services, Business terms and Conditions Business Contract drafting

Do your contracts comply with the new rules on late payment?


The Late Payment of Commercial Debts Regulations 2013 apply to all contracts entered into on or after 16 March 2013. 

AVC Debt Recovery sets out those areas you may wish to look at in your agreements relating to your payment terms.


The original legislation is The Late Payment of Commercial Debts (Interest) Act 1998, which is often referred to.

The aim of the Regulations is to encourage prompt payment of invoices - a continuing issue that may become a problem for all businesses. Recently the government stated that £34.2bn was outstanding as late payments and often larger businesses paying small suppliers are at fault. Late payment affects everybody, but particularly small suppliers suffering cashflow problems, particularly so in the current climate where margins seem to be shrinking.


Time limits for payment

There are now time limits for payment, depending on who you are contracting with:


Public authorities: 30 days unless the contract stipulates a shorter period for payment.  This period runs from the later of the date of the invoice or the receipt, acceptance (or, where the contract provides for it, verification) of the goods or services.


Private businesses: 30 days unless the contract contains an express clause on payment.   Any express clause may allow up to 60 days from the later of the date of the invoice or receipt, acceptance (or, where the contract provides for it, verification) of the goods or services. 

It is possible to agree more than 60 days provided the agreement is in writing and such terms are not “grossly unfair”.

“Grossly unfair” means anything which, in the circumstances, is a gross deviation from good commercial practice and contrary to good faith and fair dealing.  As this is a new concept under English law it will be interesting to see how the courts apply this in practice.


What if payment is late?

Under the Regulations the creditor can charge the following:

interest at a rate of 8% over the Bank of England base rate (or such other rate as is agreed);

a fixed statutory charge or compensation charge of £40, £70 or £100 depending on the size of the outstanding debt; and

any other reasonable recovery costs incurred.


What should I do about this?

We recommend that:

you review your standard terms of sale and purchase or any agreements or terms and conditions to see whether any amendments are needed;

When reviewing any new contracts, you enact simple checks and keep a look out for any clauses or terms which may not be in line of the new rules.


Here at AVC Debt Recovery we offer a full service including contract checking, credit control and invoice chasing at fixed cost as well as full recovery services tailoring the best practice to enable clients to get paid with a view to retaining the customer.

What do you do, when someone threatens your business with litigation?


 Higher than average levels of optimism and boundless drive are the fuel behind many business entrepreneurs but, they’re not always water tight with their business controls, and a lack of planning can land you in hot water.

Being taken to court is not a pleasant experience for anyone, but for a small business legal proceedings can be disastrous and place an inordinate strain on your resources and entrepreneurs are often at risk of litigation due to business controls not always being in place and sometimes, being ignored.


 Litigation (or even the threat of it) is bad news with time, money, reputation and uncertainty eating away at the core of your business and in the worst case scenarios, potentially ruining it.

 So what do you do when someone threatens you with court action?

 Proactively mitigating your risk is a good start!


Check your contract or any agreement to see if what is being stated to you is correct and there is a dispute.

 If your business is threatened with legal action, your priority should be to minimize the impact. Sometimes the best course of action for your business may not be your preferred outcome, particularly if emotion and price get involved.  So you first need to identify and evaluate exactly what’s happening, the alternatives and base decisions on common commercial sense and reason, rather than emotion.


Don’t delay in getting advice

 Whilst it’s tempting to ignore a demand or claim letter, don’t ignore a threat of legal proceedings in the hope that the problem will just go away - though you can certainly try to test out whether the other party is just using the threat of litigation, to bully you into submission.   A familiar tactic faced by many small business owners. 

In any event, even if you fervently believe that the threat of legal action is without any foundation, the chances are that you will end up pay more in time & cash if you don’t seek some immediate legal guidance to understand your position.  Knowledge is power etc.

Consider the strength of your position asap and if necessary, have an initial chat with someone experienced in this type of dispute resolution. 

 Not only should you receive sensible commercial advice, but you can also obtain an impartial perspective on what might by that stage, have become personal and confrontational.


Don’t Forget ….Your business comes first


There is a good chance that you’ll avoid formal proceedings, particularly if you nip any problem in the bud.

 Why not use an old fashioned strategy to begin with …. talking!   Most conflict can be resolved by communication.

 If you can’t amicably sort out your issues and reach some common ground, explore more formal avenues of alternative dispute resolution – including mediation.

 Settling out of court is usually quicker and cost-effective than going to court. In the UK, judges expect parties to have undergone some attempt at resolution before reaching court – and there are adverse cost consequences for not doing so.

  If you are unable to avoid court

 Once a dispute has reached court, there are 3 possible outcomes;

  1. Still do what you can to reach an agreement with the other party otherwise,
    1. the court will either dismiss the claim or
    2. make a judgement.


CW Contract Law and Legal

Fixed Price Legal Services.


This article was written by Andrew Weaver, CEO Lawyer Fair

Lawyer Fair offer a free service to help businesses find the right lawyer at the fairest price.

Contracts, Agreements and Terms and Conditions. Their Relevance when Selling a Business

Your contracts  and agreements are extremely valuable. If your contracts and agreements are not up to scratch then the process of a business sale can often bring any shortcomings into sharp focus and there is a risk that buyer may seek a price reduction or a potential buyer may walk away from the deal. Therefore best practice in scrutinising contracts is a potential source of revenue.
Selling a business is based upon the simple premise that someone wants to purchase your hard work and input, but it can become fraught with potential obstacles when your commercial dealings are looked at and scrutinised through an in-depth due diligence process to make sure that your business is worth what you think it is.
Before any communication or following any agreement and diligence starts you might wish to look at the following:

  • Check to see if your supplier contracts have termination agreements following a change of control of your business. That clause halfway through that says non assignment may not be one you have previously read or taken notice of.
  • Is your contract top heavy with legalese and less heavy on definitions and ways of working? Do you have onerous obligations set out in clauses under best endeavours?
  • Do you have liquidated damages inserted that you were told were industry standard that ‘we never apply’
  • Understanding of the wording and any lapsed never used  liabilities is important.
  • Do your contracts contain a non solicitation clause that stop them approaching your personnel. Is there a risk of your customers poaching key personnel? If so, insert clauses to prevent your client base from approaching staff during the contract term and a fixed period following termination of the contract.
  • Does your contract have adequate Disputes Procedures which reflect the ways of working? This is an area that is often overlooked, but disputes arise and a new business may encounter disputes.
  • Are your confidentiality clauses strong enough? Are all facets of confidentiality flowed down.?Think about strengthening your confidentiality clauses during the terms of an agreement and for a specified period after completion or better still make sure crucial confidentiality clauses survive the termination of any agreement.
  •  Are you prevented from implementing price increases? Are there fixed price increases which do not take into account market variables? For many years all suppliers have been asking for price increases on the increasing price of petrol, and many contracts had automatic increases. Can you implement price increases on long term contracts? A buyer will want to be assured that all agreements remain commercially viable in the future.
  • Intellectual property rights are often overlooked. Do you have a sufficient IP rights clause set out? Do you have the requisite ownership and licence documents in place?
  •  Don’t forget the Data Protection Act (DPA 1998). Always make sure this is covered off.

Are you covered for anti bribery compliance? Often overlooked, but we live in a global economy and remember that USA raided FIFA in Switzerland because monies were paid through USA banks and if your buyer is American they will insist upon anti-bribery compliance.

  • Is your business sufficiently protected on title to goods? If you sell goods, then you can legally retain ownership prior to the goods being sold on, so check your retention of title.
  • Ensure that the indemnities given by you to customers are acceptable to a potential buyer (including how they are capped). Check your liability caps. Is your liability capped at the value of an individual PO or the total value of the contract or do you have uncapped liability? Lawyers enacting due diligence get nervous about uncapped liability where the law says it does not have to be in place.
  • Do your contracts have time of the essence clauses? A new business may not be able to hit the ground running and deliver what you did as standard. You don’t want the new business to lose a contract purely due to a delay in delivery.
  • Do you have minimum sales volumes Are there areas of exclusivity that have lapsed and are now overtaken by custom? Are there potential breaches here that need to be re-drafted?
  • Check your prices as too often contracts are not updated even though prices have changed. It can be amended, but it is best to preclude any doubt before scrutiny.
  • Are there any preferred supplier clauses and the supplier is not longer trading? Are your payment terms commercially viable?
  • Are there adequate remedies for non delivery and do you have liability flow downs in this area?
  • Are your liability clauses in order? Your suppliers may limit liability to its own breach or negligence. Are loss of profits and/or loss of sales covered?
  • Is your business required to approve a supplier subcontracting out and are you enforcing that? Perhaps you have such a good working relationship that you work on the handshake, but always best to ensure no poor wording trips you up.
  • Finally always check that your contract are covered by English law as buyers always want to limit liability across jurisdictions, so check that your contracts do not allow for overseas jurisdictions or arbitration.


In short, perhaps it is best not to wait until you sell your business to check your contracts.

Here at CW Contract law and Legal we offer a fixed fee contract, agreement and terms and conditions checking service that tells you where your potential liabilities are.

How legal disclaimers work on websites.

The business of today almost demands that you run a business with a website and it is now cheap to build and run your own website, but you need to be aware that websites can owe a duty of care to those who visit them and then rely upon the information contained in that website.


If your business website contains posts, opinion or guidance which those people reading or using it may rely upon, you should think about incorporating a legal disclaimer and exclusion of liability.

Disclaimers are designed to overcome potential litigation. They remove the suggestion that loss can be attributed to something you have said on your website and in circumstances where it was reasonable for that person to rely on what you said. So readers rely upon website content at their own risk.


If your legal disclaimers are clearly visible on your website then it is hard for a user to suggest that they haven’t seen them. Businesses often insert legal disclaimers at the bottom of each page. In order to gain maximum protection, website users can also be asked to expressly agree to the terms of your website by clicking an “I accept” button.

Here at CW Contract Law and Legal we never advise to use BOLD CAPITALS as that is the equivalent of shouting at your customer in the manner of Basil Fawlty.

Use explicit wording in your legal disclaimers. The law is constantly changing and so it’s best to get legal advice if you are unsure about anything regarding website warnings. Ensure that you cover the key areas:


Rights to information published

Be explicit about the IP and copyright on your website and what users can do with published information. Businesses often restrict use to personal use. The aim is to protect your business against a misuse of information. You can also expressly state that any content submitted to your website becomes your property.

Website content

You are responsible for the quality and accuracy of information on your website. You can limit liability by explaining that the content on your website is for information purposes only, not intended to constitute professional advice, and that the information will not always be up to date. So visitors who use your website and rely on any information do so at their own risk.

 Restrictions on who can use the website 

Depending on your website content, you can restrict access to certain age groups or to some geographical locations (for example, over 16 or 18 years of age and an explanation that the material only applies in the UK).

Limit exposure on external links 

It has become commonplace for business to link to external websites. However, you may want a legal disclaimer which limits any further liability; stating that you are not responsible for the content or reliability of any other website and that you do not necessarily endorse views expressed within them.

Right to remove, reuse or reproduce material.

Always set out your right to remove. Your business does not want to be in a position later down the line where you need to ask permission to remove, reuse or reproduce content so be explicit in your disclaimer.

Liability of website users  

It is a good idea to expressly state that website users must not use your website in any way which is unlawful, illegal, fraudulent or harmful. Again it is best practice to reiterate that your business accepts no responsibility for any loss or harm incurred.

 Limit liability for viruses, damage and availability – you don’t want to be held to account for any of these risks if something goes wrong. Add a legal disclaimer which states that it is the responsibility of website users to manage their own access, security and virus issues.

Legal jurisdiction 

Specify that your website operates under the law of England & Wales English Law and that any disputes will take place under the jurisdiction of English law. This ought to prevent you being pursued in a foreign court under a law which would not apply in a UK jurisdiction.

Please remember you can never limit liability for making fraudulent claims and you cannot limit all liability as death or personal injury caused by negligence cannot be excluded, but you can cover yourself using legal disclaimers.

To get in touch visit us at or  call us on  0161 333 121  for a no charge no obligation discussion about how we can add value to your business proposition from fixed price legal services.


Shareholder Agreements ... why do we need them?


Whether you are two shareholders or several hundred, it is vital to have a shareholders’ agreement drafted to your unique requirements.


What is a shareholder's agreement?

A shareholder’s agreement manages the relationship between directors and shareholders within a business and allows directors to focus on the running of the business whilst providing protections for shareholders. 


Many people think that shareholders agreements relate to large corporations and think of large boardrooms as set out in the films, but many small businesses and SME’s operate shareholder agreements and often fail to put in place a basic agreement and issues arise when there are the minimum number of 2 shareholders with work allocations and specialities to be agreed.


It is very important that a shareholder’s agreement is specifically drafted to the individual requirements of the company, and addresses the specific needs of shareholders or groups of shareholders. For example, the agreement can be used to:

Clearly set out loan repayments and dividends;

control the decision making powers of directors ;

set the company’s dividend policy ;

put in place procedures which the company must follow for share transfers or on a sale of the company either to protect minority shareholders’ interests; or

clearly allocate areas of responsibility;

determine what happens to shares if a shareholder becomes bankrupt;

the employment of an appointed director with the company is terminated;

a shareholder dies;

place restraint of trade provisions on shareholders, restricting their ability to compete against the company .


Failure to put a shareholder’s agreement in place results in greater uncertainty in the event of a dispute or if an unexpected event occurs. Without an agreement in place it will be harder to resolve disputes between shareholders quickly –if at all and then the law becomes expensive and that is where it can get scary.


To get in touch visit us at or  call us on  0161 333 121,  for a no charge no obligation discussion about how we can add value to your business proposition through fixed price legal services.


Contract Checking Service, Business Terms and Conditions Business Debt Recovery

CW Contract Law and Legal Commercial agents guide





  1. What is a commercial agent?
  2. Duties of and to a commercial agent
  3. Remuneration of commercial agents
  4. Duration and termination of the agency contract
  5. Compensation for the agent on termination
  6. Where compensation does not apply
  7. Restraint of trade clauses
  8. Further information


Commercial agents can be valuable to any business. By working for a number of clients, or because of his contacts, a commercial agent can extend the marketing reach of the business and bring in customers which it otherwise could not obtain. However, commercial agents enjoy substantial legal protection which is not unlike that given to employees. Both parties need to be aware of the position.

In 1993, the Commercial Agents (Council Directive) Regulations 1993  were introduced pursuant to EU directive to bring the UK into line with other member states, notably France and Germany.


As so often happens with UK legislation imported from the EU, the regulations are not as clear as they should be. Whatever may be said about the shortcomings of English Law it is often better drafted than European law. Unfortunately the English tradition of clarity has not been carried into these regulations. In particular, the Regulations themselves do not deal with how compensation payments are to be calculated.


What is important is to realise the impact of these Regulation on agency contracts and the damages that may be payable on termination.  It is hoped this guide will provide a good starting point for both agents and principals.

1. What is a commercial agent?

The regulations say that a commercial agent is a self employed intermediary who has continuing authority to negotiate the sale or purchase of goods on behalf of another person (the "principal"), or to negotiate and conclude the sale or purchase of goods on behalf of and in the name of that principal.

However, a person who has power to enter into commitments on behalf of a company in his capacity as an officer of a company is not a commercial agent. Neither is a partner acting as a partner in his firm.

2. Duties of and to a commercial agent

A principal owes duties to a commercial agent:-

  • To provide him with the necessary documentation regarding the goods concerned
  • To obtain for the agent the information which the agent needs to perform the agency contract
  • To notify the agent if he anticipates that the volume of commercial transactions will be lower than the agent could normally have expected.

An agent owes duties to the principal:-

  • To make proper efforts to negotiate and conclude transactions.
  • To communicate to the principal all the necessary information available to him.
  • To comply with the principal's reasonable instructions.


The parties cannot contract out of these duties.

3. Remuneration of commercial agents

Rules make provisions which include the following:-


  • If there is no agreement as to remuneration (which as a matter of good practice there should be) the agent is entitled to remuneration customarily allowed to agents for the type of goods involved in the area where the agent carries on his activities. If there is no such customary practice, the agent is entitled to reasonable remuneration.
  • Where remuneration is wholly or partly commission based, there are general rules dealing with entitlement to commission payments, commission on transactions concluded after the end of the agency contract, apportionment of commission between old and new agents, and when commission becomes due.
  • The principal must provide statements of commission quarterly and the agent must be provided with all available information which hew needs to check the amount of commission due to him. He is entitled to extracts from accounting records and this rule probably allows a right to inspect the actual books so far as relevant.

4. Duration and termination of the agency contract

Each of the agent and the principal is entitled to receive from the other on request a signed statement setting out the terms of the agency.


Where an agency contract is for a fixed term but continues after the end of that term, it is converted into a contract for an indefinite period.


Where there is a contract for an indefinite period, either party may terminate it by notice. The periods of notice are:-


  • 1 month for the first year
  • 2 months during the second year
  • 3 months during the third and later years.

Shorter periods may not be agreed, but longer ones can be. However, if longer periods are agreed, the notice to be given by the principal may not be shorter than the notice to be given by the agent.


Unless otherwise agreed, notice must be given to coincide with the end of a calendar month.

These rules do not prevent immediate termination for breach or exceptional circumstances where the general law permits.

5. Compensation for agent on termination of the agency

It is very important to realise that on termination of an agency, the agent may well be entitled to claim damages (which can be substantial) from the principal. This may be payable whether or not the contract is terminated in breach of contract by the principal.


The rules provide that on termination the agent is entitled either to be indemnified OR to compensation for damage.


An agent is only entitled to an indemnity if that method of compensation is specified in the agency agreement. If the agreement is silent on that point, or there is no written agreement, the agent will be entitled to compensation.


The Regulations set out the basis upon which an agent will be entitled to receive an indemnity.  Two tests apply; firstly, the agent must have brought the principal new customers or have significantly increased the volume of business with existing customers and the principal is continuing to derive substantial benefits from this business.

Secondly,   the payment of an indemnity must be equitable, having regard to all of the circumstances and in particular, the commission the agent has lost on transactions with those customers.


If the above tests are satisfied, then the Regulations set an upper limit on the amount of the payment. That is said to be one year’s average commission  calculated with reference to the commission received in the preceding five years (or if less than five years the actual period).


Where the agent is entitled to compensation the rule is that the agent is entitled to compensation for the damage he suffers as a result of the termination of his relations with his principal. The rules are rather vague about how compensation is to be calculated.


Until 2007, there had been considerable debate about the exact method to be adopted in calculating the agent’s loss. However, in July of that year, this was decided by the House of Lords (as they then were) in a case called  Lonsdale v Howard & Hallam Limited (Lonsdale v Howard & Hallam Limited [2007] UKHL 32)


The Law Lords decided that the damage suffered by the agent on termination of the agency relationship was the loss of the value of the agency relationship. They said that the value of the agency lies in the future income stream that it would have generated and it is this which must be valued. Valuing the agency relationship requires the parties to assess what a hypothetical purchaser might reasonably have been willing to pay for the agency as at the date of termination. Essentially, they said that compensation is based on the value of the goodwill in the agent’s business.


In order to assess the value of the business and what a hypothetical purchaser might pay, it will usually be necessary for an agent to obtain expert evidence. This is effectively an accounting exercise and the principles that apply are much the same as one would adopt when valuing a business for sale on the open market. Although it should be noted that in Lonsdale, the Lords set out a number of factors that should be taken into account.


Surprisingly, the agent is entitled to compensation if the contract ends because of his death.


Agents should take note that an agent loses his right to claim if he fails to notify the principal within a year of the end of the contract that he intends to make  a claim This does not mean a court action needs to be brought, just that the principal is notified. This is best done in writing.

6. Where compensation does not apply

The rights to compensation and/or indemnity is lost where:-

  • The principal terminates the agreement where he could have justified immediate termination because of the agent's default.
  • The agent terminates, EXCEPT where termination is justified because of the principal's default or where the agent terminated because owing to age, infirmity or illness he cannot reasonably be expected to carry on.
  • The agent assigns the agreement to another person with the agreement of the principal.


Turing this round, this means that an agent can claim damages if he himself terminates his contract because he wants to retire or because he is too ill to carry on. It also means that where a principal terminates due to an agent’s breach, damages may be payable unless that breach is so serious that it would justify the principal terminating immediately.


It should also be noted that the parties cannot contract out of the rules for compensation and indemnity to the detriment of the agent.

Compensation or Indemnity?

It can be difficult to work out which is the method to adopt when negotiating a new agency contract. On the one hand, an indemnity requires satisfaction of the two tests and sets an upper limit. On the other hand, compensation is based on goodwill and has no upper limit.


In practice, each contract should be looked at in context. For example, in a growing business with large volumes of sales being concluded by an agent, an indemnity might limit the damages whereas compensation might be very costly.

7. Restraint of trade clauses

A restraint of trade clause is an agreement restricting the business activities of a commercial agent after the agency contract comes to an end.

A restraint of trade clause is valid only if and to the extent that:

  • It is in writing; and
  • It relates to the geographical area or to the group of customers or to the type of goods entrusted to the agent under the contract.


There is a maximum restriction period of two years.

Any such clause must also satisfy the usual common law tests of validity and must not be in unreasonable restraint of trade.



As you will have seen, the Regulations will significantly affect the relationship between agent and principal. This guide is only intended to be an outline of the legal position and should not be used as a substitute for talking proper legal advice.


If you are thinking about entering into a contract (whether as agent or principal) that might be affected by the Regulations, we recommend you seek advice first. Equally, if you are already in such a contract and the issue of termination is on the horizon, take advice quickly or if you are worried about the threat of termination then take advice.


All too often people look for a remedy where parties were unaware of the Regulations or their extent and this has resulted in costly litigation.

At CW Contract Law and Legal we specialise in contacts. For a no obligation discussion please call 0333 121 0161, or email

8. Further information

Visit the government website for the full text of the Regulations.

The Regulations have been amended twice since made. Be aware that the Regulations as they appear on that site are as originally enacted. Changes made after enactment are not incorporated into the text.



How will Brexit impact commercial contracts?


The red line that the UK government will not cross has been acknowledged by the EU; namely that the European Court of Justice (ECJ) will not have any jurisdiction over relevant UK jurisdiction after the end of the transition period on December 31 2020. Whilst may commercial agreements cite the relevant UK jurisdiction  and seem to be neutral with respect to the UK being an EU member state this is an important point.  You will still be able to do business, but the jurisdiction and seat of any arbitration will be important.

Therefore, checking contracts and, if necessary, agreeing the two areas above should not be overlooked.

Another area that may become crucial is agreement on prices and currency fluctuation.

In the meat trade the Irish never mentioned currency when it was 120 punts to the pound, but when pound and punt achieved parity it became the main topic of negotiation.

Post Brexit and Covid 19 there could be large currency fluctuations between the euro and pound.


It makes sense to make sure there is a simple waterfall disputes procedure that always makes the parties talk to each other first (you would be surprised how many lawyers write in recourse to arbitration as a start point)  and common sense says  that auditing any existing contracts with European entities via a contract review is best practise.

If that means a round of negotiations then so be it.

Some things will remain as is , especially the basic desire of the desire to trade amicably.

Make sure your contracts and agreements reflect that and preclude issues before they arise.


If you have a contract that refers to the EU make sure it does not reference the UK being a  part of the EU.

You may also want to review force majeure definitions in your contract and consider whether the end of the transition period and the UK leaving the EU fits within the definition. In particular, is there is a clause referring to ‘material adverse change’, or any similar wording which allows the renegotiation of terms should the contract become subject to a change in the law or unprofitable.


If in doubt about any matters it is always best to agree a new document especially if current  contract rely upon EU rules or the ECJ.

The withdrawal agreement states that the UK will continue to apply the General Data Protection Regulation 2016/679 (GDPR 2018), notwithstanding  that as the UK will not be continuing as an EU member state, companies will be required to update commercial contracts wording and privacy notices. Make sure you are up to date. No doubt the UK government will update their UK. Gov website, so instead of Facebook check this out from time to time.


In summary, contract reviews can help avoid any post Brexit issues and Covid-19 has added another layer of potential complication.

The law of contract is there to aid your business. Don’t get caught out by assuming everything will remain as is.




Business Debt Recovery Tips


Here at AVC Debt Recovery we advise all our clients that prevention is better than collection, even if total prevention means we will effectively be out of business. Whilst nothing can prevent a common cold or a bad payer here are our top tips.

  1. Agree what is agreed at point of deal. Agree what you will provide, when and for how much. Confirm it in writing, even a simple email is a powerful contract.
  2. Don’t let the euphoria of sale blind you to the basic fact that it is not a great sale until the money is in your account.
  3. Know your customer before you extend them credit - credit checking is often looked upon as a cost, but can be a sound investment even if the credit check precludes a sale.
  4. Never be frightened to ask how you are going to get paid, who is going to pay you and any specifics required for you to get paid OTIF.
  5. Always send over a set of Terms and Conditions when you confirm any sale.
  6. Invoice and deal with any disputes promptly
  7. Have in place commercials that tie in with your Ts & Cs and execute a clear and concise credit control policy
  8. Chase for so long then know when to pass the outstanding amount (debt) to a professional debt collection company.

If you are experiencing any issues with late payments and are worried that a later payer may turn into a bad debt please call us for a no obligation consultation with a debt recovery expert.



Claiming Monies You are Owed Via the County Court System

What scene comes to mind when you think about making a legal claim for monies owed to your business? If you’re imagining a scene out of the TV or films with people in wigs and sharp tongued barristers interrupting on points of law, and being able to turn cases in their client’s favour, or Deidre Rashid (Barlow) standing in the dock) in a creaking wooden box, then you’re perfectly normal.

However, you are completely wrong and this image of a court endures in the public consciousness precisely because of its intimidating nature and the power of TV and film to shape our consciousness. A court scenario is manna from heaven for film makers and novelists, such a John Grisham, who like to build tension. However, it means very little to real people seeking their monies as a debt in the modern world of commerce and business

In fact, many cases never see a Judge, let alone a stern faced Judge and never ever see Judge John Deed or Judge Rinder.


The Real World

We always say to everybody that court is the last resort because it is not an exact science, so once you’ve made all reasonable attempts to secure payment, it’s time for AVC Debt Recovery to get on the telephone and if we cannot secure the monies via an agreement then we send your ‘Letter Before Action’, or LBA to the person owing you money.  The purpose of the LBA is two fold: one is to tell them you mean business, and two, to give the debtor official notice that legal proceedings will be enacted and .

In some cases the LBA acts to jolt the debtor into paying; therefore extinguishing the need for legal action. If this doesn’t happen, the following four stages will apply:


1: Gathering Information

Top of our list is getting all the information necessary to establish what the claim is and what the chances are of winning, and making sure that there is no flaws in the case for you. This includes, all emails, communications  along with the debtors details  Once we have that then we advise clients on putting together the Particulars of Claim. This is a brief summary of what is owed, why it is owed and details of any statutory fees, reasonable administration charges under the 2013 late Payment legislation, interest and court fees that are added to the debt.


2: Sending your Claim

Once this is done an N1 claim form will be filled in and will be sent online to the Money Claim Online and AVC Debt Recovery will ensure that the Acknowledgment of Service is filed.


Stage 3: Logging your claim

Claim data is then entered into the Court Service computer system. At this point the case is allocated a claim number, which is a unique reference that identifies the case. The N1 claim form is then stamped by the Court and sent direct to the debtor, who has limited time to respond.


4: Wait and see

If the debtor doesn’t respond to the N1 claim form within 14 days, then a request for Judgment can be made in the case. This is known as ‘Default Judgment’, and will be entered irrespective of the merits, or otherwise, of your case. At this point enforcement action to recover the debt may begin. If there is a response then the Court system is not the fastest so there is often a lull in the proceedings. However, once the claim number is lodged the case will be seen by a Judge and it will be heard. It could be that the Judge orders mediation.


What if the claim is defended by the debtor?

Of course, the debtor will have the opportunity to file a defence and defend your claim if they so wish. At this point many undisputed debts suddenly become disputed, but this should not worry anybody. The right to a hearing is enshrined in law so the chances are that the case could end up in front of a Judge. However, on average only 16% of cases are defended, with only 3% ever reaching trial. That gives you a very good chance of achieving success without even having to set foot in a court room.

In the unlikely event that your case does go to trial, you would be expected to attend  either as a litigant in person (with representation) or sending a solicitor, but that is added cost.

Upon attendance you will find the court to be a very different place to the one you might have imagined. That’s because today’s courts are convened in modern office buildings and are presided over by Judges who try to speak in plain English and stop to explain as often as possible rather than talking the language of the legal world.  Any Judge will listen carefully to both sides before making and explaining a judgment based on evidence and the law.

Of course, sometimes the law is an ass and you always stand the chance of losing, but if your case is sound and you are owed the monies then the final legal process is painless and AVC Debt Recovery make it easy for you.

As you can see, making a legal claim is not as set out on the TV and films and is actually quite a mundane process that is designed to enable us to you give you maximum return with minimum stress. This means you have every reason to feel comfortable and confident in using AVC Debt Recovery on  a no win no fee basis to pursue the monies you are owed. All you pay are any court fees and disbursements you request.




What’s in a Footballers Contract


CW Contract Law and Legal Simplify the

 in’s and outs of a Footballer’s Contract


It’s that time of year when rumours of players on the move from one club to another abound. Come the end of the Premier League season we’ll see swathes of football fans turn to the infamous rumour mill to get their fix of football. Exorbitant numbers and ludicrous weekly wages will be splashed across the back pages on a regular basis throughout the summer but in 2015 we still know very little about what goes into a football player’s contract.


Famously Robbie Fowler never looked at his Liverpool contract while Paul Gascgoine’s reportedly included a clause that demanded his accommodation be close to a fishing lake. Stefan Schwarz’s contract banned him from space-travel.

Regardless of the crazy clauses and ludicrous demands, Footballers’ contracts are often incredibly lucrative but usually incredibly complex.

“When I was playing, a contract was probably three, four, five pages long…nowadays they contracts are more like a John Grisham novel” Mark Lawrenson

But what exactly is in the mysterious pages of a professional football contract? We opened the door to a secret world inhabited by only those lucky enough to play the game professionally and wade through the ‘legalese’ to show you what goes on behind the closed boardroom doors of professional football.


The area of interest for the vast majority of football fans is the salaries of Premier League and Football League players but the reality is they are quite straightforward.

"A contract will include a basic salary, signing-on fees, loyalty fees, objectives based on games, sub-agreements for image rights and any clauses you may wish to negotiate." Matthew Buck – PFA

According to the PFA top earners in the Premier League (Wayne Rooney, Radamel Falcao) can earn upwards of £250,000 but the average player in the top flight will take home between £25,000 and £30,000 a week.

That represents a weekly income akin to the average yearly income in the United Kingdom.

The drop to League Two wages is remarkable but even players in football’s fourth division average a weekly wage between £1,300 and £1,500. That can vary wildly and some players make below the minimum wage (as revealed earlier this season by Torquay United manager Chris Hargreaves.

Financial Fair Play regulations introduced by UEFA have caused Clubs to focus on performance related earnings to drive down their wage bills and avoid any penalties.


It’s widely understood that players make a vast chunk of their change through bonus system built into the majority of players’ contracts. A short appearance from the bench could earn a player as much as £5,000 while goals, assists and clean sheets all come with a tariff.

In some contracts in the MLS players are remunerated for second assists, otherwise known as the pass that led to the pass to the player that scored.

Squads will split a bonus pot based on league positions and achievement in cup competitions and very often senior players at a club will hand their lucrative league bonuses to the junior players at a club as a gesture of goodwill.

Those bonuses can sometimes affect a player’s behaviour.

"I know some players who have come in on high goal bonuses and it's no surprise when they are shooting from all over the place." Preston Striker Kevin Davies

Apparently clubs are getting wise to this and have started to cut back on individual performance related bonuses; instead focussing on team achievements. 


Sometimes contracts will contain unusual clauses. Upon joining Sunderland in 1999 Stefan Schwarz let slip that he would be interested in travelling into space one day so the club swiftly slapped a galactic travel clause into his contract.

Crystal Palace played host the twilight of Neil ‘Razor’ Ruddock’s career and then-chairman Simon Jordan reportedly included a clause in the aging midfielder’s contract that ensured his earnings would reduce if he was found to be overweight.

Occasionally it’s not the unusual clauses that provoke bizarre behaviour but the more routine. Buy-out clauses have been widely reported recently especially in the summer of 2013 when Arsenal bid £40m and one pound to trigger the release clause in Luis Suarez’ contract. The Uruguayan never made the trip to London permanent but the story became big news overnight. 


"The biggest contractual issue comes when a perceived bigger club comes in for a player, or a player is aware of the interest via an agent or the media.

Players want to better themselves but the PFA encourages players to always honour their contracts because we expect clubs to do the same."

PFA regulations are clear in the matter that if Player’s do break widely accepted rules with regards to behaviour they can only be fined a maximum of two weeks’ wages by their club. While that can seem like a paltry figure, Carlos Tevez’ tantrum in Munich cost him around £400,000.

Usually it’s much more cordial and, should a player desire to leave, he’ll waive his basic salary but would continue to be paid signing-on or loyalty fees as per his contract.

Luckily for the vast majority of people in business, a contract or agreement is a much simpler matter than that of a footballer’s. CW Contract Law and Legal understand that and are committed to ensuring all your paperwork, contracts and legal documents are spelt out in language you understand. 

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