2.1General terms and conditions (GTS, GTU)
The essentials in 30 seconds
- GTS = commercial relationship (price, ordering, payment, delivery, warranties, disputes); GTU = use of a service (website, app) — an online shop often has both.
- Enforceability: terms only apply if brought to attention AND accepted BEFORE the contract — otherwise they protect nothing.
- Reflex: accessible and readable, traced active acceptance, evidence kept; never copy a competitor's terms.
Threaded mini-case — Yacine and his GTS printed too late
Yacine, who runs a small sales and services business in Algiers with a showcase website taking orders, took care over his GTS… printed on the back of the invoice sent after the sale. When a client disputes a delay and fees, he discovers that his terms, though well written, do not apply: communicated after the contract, they are not enforceable. This section tells how he rebuilds his acceptance journey so his terms really protect him.
This case runs through the lesson, the diagram, the script and the 48h challenge — and continues in 2.2, 2.3, 2.4 and 2.5.
1. GTS and GTU
GTS (General Terms of Sale) frame the commercial relationship: price, ordering, payment, delivery, warranties, disputes — a “framework contract” applied to each sale. GTU frame the use of a service (website, application).
An online shop often has both. Depending on the country, certain statements in them are mandatory (especially for sales to consumers).
2. Enforceability, the key condition
The most neglected point: enforceability. Terms only apply if they were brought to the other party's attention and accepted BEFORE the contract. GTS hidden away or communicated afterwards protect nothing.
Best practices: accessible/readable, active acceptance (checkbox not pre-ticked), proof kept. Do not copy a competitor's terms; have them drawn up by a professional.
🔎 Concrete example — 🔎 Concrete example — GTS that really protect you
Take care over the acceptance process.
GTS printed on the back of the invoice (sent after the sale) → too late.
Best practice: presented BEFORE + “I have read and I accept” checkbox, not pre-ticked + record kept.
→ protection comes from enforceable GTS, not just well-drafted ones.Result: you understand what makes GTS effective.
Reflex: have your GTS drawn up/checked by a local professional.
Section vocabulary
- GTS
- General Terms of Sale: the framework of the commercial relationship (price, ordering, payment, delivery, warranties, disputes) applied to each sale.
Simple example: Yacine's GTS set payment, delivery and warranties for each order.
What it is not: the rules for using the website — those are the GTU.
Reflex: GTS = what you sell and how you sell it.
- GTU
- General Terms of Use: the rules for using a service (website, app) — what users can or cannot do.
Simple example: The GTU of Yacine's website govern accounts, content and authorised uses.
What it is not: the price or delivery of a sale — those are the GTS.
Reflex: GTU = how the service is used.
- Enforceability
- Terms only apply to the client if they were brought to their attention AND accepted BEFORE the contract was concluded.
Simple example: Yacine presents his GTS before ordering and keeps a record of acceptance.
What it is not: GTS attached to the invoice after the sale.
Reflex: before the contract + accepted + evidence, otherwise nothing.
- Active acceptance
- Obtaining explicit agreement (a checkbox not pre-ticked) rather than a passive statement; strengthens enforceability.
Simple example: Yacine adds an “I have read and I accept” checkbox, not pre-ticked, at checkout.
What it is not: an already ticked box or a statement buried at the bottom of the page.
Reflex: an explicit, dated, recorded step by the client.
- Battle of the forms
- A conflict between the general terms of two professionals (seller and buyer) that contradict each other; the outcome depends on the applicable law.
Simple example: Yacine's GTS contradict his business client's purchasing terms.
What it is not: a disagreement over the price itself — that is the contract, not the terms.
Reflex: between professionals, check which terms really apply.
In practice — In practice — Putting effective general terms in place
- Distinguish GTS (commercial relationship: price, payment, delivery, warranties) from GTU (use of a service) according to your business.
- Make them accessible BEFORE the contract is concluded and have them actively accepted (checkbox not pre-ticked).
- Keep proof of acceptance (date, version) — without enforceability, your terms do not protect you.
- Do not copy a competitor's terms: have your terms drawn up/checked by a professional in your local law (including mandatory statements).
Ready-to-use script — requesting a review of your GTS (30 s)
“Here are my GTS and my clients' acceptance journey: can you check the statements specific to my business, the balance of the clauses and enforceability — presentation before the contract, active acceptance, evidence kept?”
Say to the local legal professional, GTS and screenshots of the client journey in front of you.
Copy-paste template — GTS enforceability check
MY TERMS (GTS / GTU): _______________
PRESENTED BEFORE THE CONTRACT? (where, when): _______________
ACTIVE ACCEPTANCE? (checkbox not pre-ticked): _______________
EVIDENCE KEPT? (date, version): _______________
CHECKED BY A PROFESSIONAL (who, when): _______________Shop / over-the-counter sale
Display the GTS before payment and hand them over before the quote is signed: Yacine attaches them to the accepted quote, never after the sale.
Online shop
Place the GTS and GTU in the checkout flow with a non-pre-ticked box and timestamping: Yacine keeps the accepted version for each order.
Services
Link GTS and the signed contract: Yacine refers to the GTS in the accepted quote before any start, with sensitive points highlighted.
SME Algiers
Yacine has statements and the journey validated by a local legal professional: what is mandatory elsewhere is not necessarily mandatory here, and vice versa.
✓ Best practices
- Present the terms BEFORE the contract and have them actively accepted.
- Keep proof of acceptance (date, version).
- Have your GTS drawn up/checked by a professional (mandatory statements).
✗ Common pitfalls
- Communicating the GTS after the order (not enforceable).
- Copying a competitor's GTS (protected + unsuitable).
- Believing you can lock everything down in your favour (unfair terms set aside).
Key takeaways
- GTS = framework of the commercial relationship (each sale); GTU = rules for using a service. An online shop often has both.
- ENFORCEABILITY: terms only apply if brought to the other party's attention AND accepted BEFORE the contract — otherwise they protect nothing.
- Best practices: accessible/readable, active acceptance (checkbox not pre-ticked), proof kept; unfair terms are set aside.
- Do not copy a competitor's GTS (protected + unsuitable); mandatory statements and regimes VARY by country → have them drawn up by a professional.
48h Challenge — apply tomorrow
Check your acceptance journey with the template above: at what exact moment does the client see your terms, what active step do they take, what evidence do you keep? Fix one point this week.
- I can explain GTS, GTU and enforceability in one sentence each.
- I know where my acceptance sits (before the contract or too late).
- I have checked my journey with the template and fixed one point.
Frequently asked questions
Do my GTS really protect me if the client never read them?
They protect you only if the client had a genuine opportunity to become aware of them and accepted them before contracting — whether or not they actually read them. The law does not require actual reading (almost nobody reads GTS), but a fair opportunity to know them and a manifestation of acceptance. If both conditions are met, the client is bound even without having read them. Otherwise, even excellent GTS do not apply. Classic enforceability defects: GTS communicated after the order (on the back of the invoice), hidden away, purely passive acceptance, or no record. Best practices: present the GTS before conclusion (on a website, at the time of ordering, not after payment), make them accessible and readable, obtain active and traceable acceptance (“I have read and I accept” checkbox, not pre-ticked, with the record kept). Take as much care over the acceptance process as over the content.
Can I write whatever I want in my GTS to protect myself as much as possible?
No: trying to “lock everything down” often backfires on the business. Your GTS operate within the legal framework. Mandatory rules prevail whatever they say: a clause removing a statutory protection (warranties, consumer rights) is set aside and may expose you to penalties. Unfair terms (significant imbalance, especially against consumers) may be deemed unwritten — clauses that look too good for you (total exclusion of liability, unilateral amendment, denial of remedies) are precisely the ones the law neutralises. Counterproductive effect: unbalanced GTS may be annulled, get you penalised, and damage the client relationship. Real security comes from solid but balanced and lawful GTS: a reasonable clause holds up better than an unfair clause swept away. Hence the value of having them drawn up by a professional in your jurisdiction.
Yacine attaches his GTS to the invoice after the sale. What are they worth?