“Standard” Contract? Unexpected Risks. Time for a Check‑Up.

Many businesses rely on a “standard” contract template—one that’s been reused for years with only minor tweaks. While it may feel efficient and familiar, that old template could quietly be exposing your business to serious legal and financial risks.

In the past 18 months alone, Australian business laws have undergone major shifts—including sweeping unfair contract term (UCT) reforms in November 2023, and significant Franchising Code changes from 1 April 2025. If your contract hasn't been updated to reflect these changes, it might already be out of step—and working against your best interests.

Why Outdated Contracts Can Hurt Your Business

Even if you haven’t had any issues yet, an out-of-date contract can lead to:

·         Eroded profit margins – Fixed pricing without CPI or cost adjustments doesn’t keep up with inflation or rising supply costs.

·         Increased legal risk – UCT penalties reach into the $ millions, even for standard business arrangements.

·         Loss of intellectual property leverage – Automatic copyright transfers may remove your ability to control or license valuable assets.

·         Payment delays and debt issues – Without strong payment terms, you may be doing the work without timely payment protection.

Quick Contract Health Check: What to Look For

Take two minutes to skim your go-to agreement—whether it’s for services, supply, customers, or franchise/license relationships. These are a few red flags to watch out for:

Red Flag: Last Reviewed Before Nov 2023 or for franchising not since the 1 April 2025 changes
Why It Matters (Now): Misses major legal changes including UCT reforms and Franchising Code updates.

Red Flag: One-Sided or Unfair Terms
Why It Matters (Now): Blanket indemnities or unilateral changes, as just a few examples of unfair terms, may not only be illegal but trigger major $ penalties.

Red Flag: Missing or Weak Force Majeure Clauses
Why It Matters (Now): Doesn’t account for disruptions like supply delays, cyber events,  acts of god (i.e. cyclones) or pandemics.

Red Flag: No Price Adjustment Clause
Why It Matters (Now): Leaves you locked into unsustainable pricing as costs rise.

Red Flag: No Cap on Liability
Why It Matters (Now): Could expose your business to claims far exceeding your insurance coverage.

Red Flag: IP Assigned on Creation
Why It Matters (Now): You lose leverage—and possibly future revenue.

Red Flag: No Payment Enforcement Tools
Why It Matters (Now): Missing interest clauses, recovery costs, or title retention? That’s cash left on the table.

Red Flag: Auto-Renewal Without Flexibility
Why It Matters (Now): Clients can leave, but you're stuck with old rates and no room to renegotiate.

Red Flag: Overly Broad Warranties
Why It Matters (Now): Promises of flawless performance increase your exposure beyond what’s reasonable.

Red Flag: No Dispute Resolution or Jurisdiction Clause
Why It Matters (Now): A missing mediation clause or jurisdiction reference could lead to expensive litigation.

Red Flag: Lack of Privacy or Data Handling Terms
Why It Matters (Now): Risk breaching the Privacy Act or falling short of client expectations on cybersecurity.

Red Flag: Missing ESG or Modern Slavery Statements
Why It Matters (Now): Some large clients require these for tender eligibility or ongoing supplier compliance.

If even one of these rings true—it’s time for a legal tune-up.

What a Modern Contract Review Should Deliver

Refreshing your contract isn’t just about ticking legal boxes—it’s about aligning your documents with your business goals. Here’s just a few examples of what a practical contract update should include:

·         ✅ Legal Health Check – Identify outdated clauses and compliance gaps based on current legislation and industry norms.

·         ✅ Balanced Risk Allocation – Refine indemnities, warranties, and liability caps to better reflect your real-world risk profile.

·         ✅ Commercial Leverage – Update IP clauses, pricing mechanisms, and payment tools to protect revenue.

·         ✅ Future-Proofing – Integrate data security, ESG, and dispute resolution clauses that position you for long-term growth.

With the right structure in place, your “standard” contract becomes a strategic asset—not a silent liability.

Why It Matters Now

Legal documents aren't just paperwork—they're operational tools. In fast-moving industries, waiting until something goes wrong to fix your contracts can mean lost income, lost IP, or even litigation.

Making time now to review your templates is one of the simplest ways to safeguard your margins, reputation, and future plans.

Need Help Getting Started?

If this checklist raised questions, you're not alone. Many businesses aren't aware of the recent legal shifts or how they affect day-to-day operations.

We offer a free 15-minute discovery call—no strings attached—to let us help you identify what needs attention.

Your contracts should protect your business, not hold it back. Let's make sure they do.

Please note that this is a general and brief update, it does not purport to be comprehensive legal advice of all information and/or relevant to your circumstances. Consequently, specific legal advice for each of your circumstances should be obtained first before taking or not taking any action with respect to this area.