B2B Customer Agreement – what should a business-to-business agreement contain?
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Short answer: A B2B customer agreement should describe exactly what the supplier is to deliver, what the customer is to pay, and how risks are allocated if something goes wrong. For companies, there is greater freedom of contract than in consumer relationships, which makes the quality of the agreement especially important.
| Scope | Services, products, deliverables, specifications, and limitations. |
| Price and payment | Fixed price, ongoing billing, indexation, invoicing, and late payments. |
| Quality/SLA | Service levels, response times, acceptance testing, error correction, and service credits. |
| Risk | Limitation of liability, insurance, force majeure, confidentiality, IP, and data protection. |
Define the delivery
It should be possible for an outsider to understand what the supplier has actually promised. Refer to appendices, specifications, project plans, and SLAs where necessary.
Price and change management
Regulate what is included in the price and how additions are ordered. For longer agreements, indexation, price adjustments, and changing volumes should be addressed. Without a change request process, small changes can quickly become a dispute over scope and compensation.
Liability and limitation of liability
B2B agreements often contain liability caps, exclusions for indirect damages, and specific exceptions for, for example, confidentiality, IP infringement, or gross negligence. Clauses must be adapted to the business's risk level and insurance coverage.
GDPR and information security
If the supplier processes personal data on the customer's behalf, a data processing agreement may be needed. Information security requirements, incident management, and access rules can be placed in a separate security appendix.
Intellectual property
Distinguish between materials that the parties held prior to the agreement and results created during the delivery. Determine ownership, licensing, usage rights, and what happens after the agreement ends.
Termination and exit
Specify the contract term, automatic renewal, ordinary termination, and right of cancellation. For critical services, the agreement should also regulate exit support, data export, and handover to a new supplier.
B2B Customer Agreement 2026/2027
The template package is built for ongoing business relationships between companies and is available in Swedish and English versions.
FAQ
Does the Consumer Sales Act apply between companies?
No. B2B relationships are assessed according to other legislation and, above all, the agreement that the parties have entered into.
Are both a main agreement and general terms and conditions required?
Not always, but it can be effective to place individual commercial terms in the main agreement and recurring standard terms in an appendix.
What is an SLA?
A Service Level Agreement is a regulation of measurable service levels, such as availability, response time, and restoration time.
The article is general information and does not replace individual legal advice. Agreements, collective agreements, and the circumstances of each individual case may affect the assessment.
