Two recent cases illustrate the danger in public sector contracts of using “woolly words” which do not spell out the scope of the commitment being undertaken.
In negotiating some commercial contracts, a degree of vagueness may sometimes seem to be an attractive strategy. However, it is not always a satisfactory alternative to agreeing a more precise allocation of risk, particularly where the circumstances in question are foreseeable or quantifiable, or where they are known to be important to the parties and within their control.
Perhaps the best-known example of “woolly words” is the use of “best endeavours” obligations in commercial contracts. Their use is still widespread, although it is recognised that they can impose a high level of commitment and may require significant expenditure by the party concerned and actions contrary to its own commercial interests’.
Read the full article here: Woolly words in public sector contracts