Do You Need a Lawyer for Terms and Conditions and Terms of Use?

By Maître Arnaud Touati
06/10/2026

Reviewed and approved by Arnaud Touati (Maître), partner and co-founder of the firm

Key points

A lawyer is not a legal requirement, but a lawyer adapts the terms of sale (CGV) and terms of use (CGU) to the company’s business and limits the risk of costly litigation.
Generic templates do not take account of the specific features of the sector and expose the company to disputes.
Terms of sale govern commercial relations (payment, delivery, returns); terms of use govern the use of a service or platform.
Terms of sale must include the price, delivery terms and warranties; terms of use set out the rules of use and intellectual property rights.
Online, these documents must be accessible and must be accepted before the transaction.
An unfair term creates a significant imbalance between the parties; in a contract with a consumer, it is deemed unwritten (réputée non écrite).

General terms and conditions of sale (conditions générales de vente, CGV) and general terms of use (conditions générales d’utilisation, CGU) are key legal documents that define the rules for transactions and for the use of services or products. Drafting them requires an approach tailored to each business. Using generic templates carries risks, because these documents do not take account of the specific features of the business.

Take the example of an e-commerce company. It sells physical products online and must comply with legal requirements, in particular those arising from the Hamon Act (loi Hamon, Law No. 2014-344 of 17 March 2014 “relative à la consommation”, on consumer affairs). If this company chooses standard terms of sale, it could omit clauses specific to its sector, thereby exposing itself to disputes. A lawyer dedicated to drafting terms and conditions of sale can therefore adapt the terms of sale and terms of use to the company’s business, in order to limit the risk of costly litigation.

Table of Contents

What are general terms and conditions of sale (CGV) and general terms of use (CGU)?

Definition of terms of sale and terms of use

Terms of sale are a contractual document that governs commercial relations between a seller and its customers. They set out the rights and obligations of the parties, including payment terms, delivery times and return conditions. Terms of use, for their part, govern the use of a service or platform, often in the context of an app or a website.

Why terms of sale and terms of use matter in commercial transactions

Terms of sale and terms of use form the basis of every transaction. They clarify the conditions of sale and use, thereby limiting misunderstandings between the parties. They protect the company by setting out the rules to follow, which helps avoid costly disputes.

Differences between terms of sale (CGV) and terms of use (CGU)

Terms of sale apply to commercial transactions, whereas terms of use concern the use of a service. For example, an online shop will have terms of sale to govern its sales and terms of use for the use of its website. These documents are complementary but meet different legal needs.

Legal obligations when drafting terms of sale and terms of use

Mandatory information in terms of sale and terms of use under the law

Terms of sale aimed at consumers must, in particular, provide information on the essential characteristics of the goods or service, the price, the delivery time and the legal warranties (Article L. 111-1 of the French Consumer Code (in French)). Terms of use are not subject to a single statutory list: in practice, they set out the rules of use, intellectual property rights and the user’s responsibilities. Failure to comply with information obligations may lead to penalties for the company.

Specific rules for online terms of sale and terms of use

Online, terms of sale and terms of use must be easily accessible and understandable for users. They must be accepted before any transaction or use of the service. A tick box confirming acceptance of the terms is often used to ensure that the user has read the terms of sale and terms of use.

Impact of recent legislation on terms of sale and terms of use

Texts such as the GDPR (Regulation (EU) 2016/679) and the Hamon Act (in French) (Law No. 2014-344 of 17 March 2014) have strengthened companies’ obligations regarding transparency and consumer protection. For example, companies must clearly inform users about the collection and processing of their personal data (Article 13 of the GDPR), often in a privacy policy to which the terms of use refer.

The risks of non-compliant terms of sale and terms of use

Unfair terms: definition and examples

A term is considered unfair when it creates a significant imbalance between the rights and obligations of the parties. For example, a clause that excessively limits the seller’s liability may be held to be unfair. In a contract with a consumer, such a term is deemed unwritten (Article L. 241-1 of the Consumer Code (in French)); a term that removes or reduces the consumer’s right to compensation is even irrebuttably presumed to be unfair (Article R. 212-1, 6° of the same code).

Penalties for non-compliant terms of sale and terms of use

Companies that fail to meet the legal obligations relating to terms of sale and terms of use may face administrative fines, or even legal proceedings. Unfair terms are also deemed unwritten, which deprives the company of the protection it expected from them.

Legal consequences of unsuitable terms of sale and terms of use

Poorly drafted terms of sale or terms of use can lead to conflicts with customers, causing financial losses and damage to the company’s reputation. In addition, the lack of clauses adapted to the specific features of the business can leave legal grey areas that may be exploited in a dispute.

Why use a lawyer to draft terms of sale and terms of use?

Tailoring terms of sale and terms of use to your specific business

A lawyer, such as our firm Hashtag Avocats, can customise the terms of sale and terms of use so that they accurately reflect the company’s business practices. This customisation aims to make the documents compliant with the law and suited to protecting the company’s interests in specific situations.

Protection against commercial disputes

Well-drafted terms of sale and terms of use can prevent many disputes. They clarify each party’s obligations, thereby reducing the risk of misunderstandings. In the event of a conflict, these documents provide a solid basis for defending the company’s interests.

Anticipating and managing potential conflicts

An experienced lawyer can identify situations likely to give rise to conflicts and can include specific clauses to manage them. For example, dispute resolution clauses or refund conditions can be provided for to avoid costly court proceedings (in French).

Ensuring the legal compliance of terms of sale and terms of use

A lawyer checks that the terms of sale and terms of use comply with the laws in force. A lawyer can also update them regularly to incorporate new regulations.

How do you communicate terms of sale and terms of use and obtain acceptance?

Effective ways to communicate terms of sale and terms of use

Make sure that customers and users read the terms of sale and terms of use before any transaction. Display these documents on the website or include a link in email communications. Also remind them of the main clauses during the ordering process.

Acceptance of terms of sale and terms of use in e-commerce

In e-commerce, the user must accept the terms of sale and terms of use before completing a transaction. This is usually done through a tick box or a confirmation button. Without this acceptance, the terms of sale cannot be enforced against the customer (Article 1119 of the French Civil Code (in French)). Moreover, the contract is validly concluded only if the buyer has been able to check the details of the order and its total price before confirming it (Article 1127-2 of the Civil Code).

Using terms of sale and terms of use as the basis for commercial negotiations

Terms of sale serve as the foundation for negotiations with customers. They define the standard conditions applicable to all transactions, but may be amended by agreement with the customer for specific situations. This makes it possible to adapt transactions to the needs of both parties while keeping a solid contractual basis.

FAQ

Who can draft terms and conditions of sale?

Terms of sale can be drafted by the company itself, but using a lawyer is strongly recommended to make sure that they comply with the law and are adapted to the specific features of the business.

What does CGV mean?

CGV stands for conditions générales de vente, the general terms and conditions of sale. They define the terms of a sale, including the obligations of the seller and of the buyer.

Is it mandatory to have terms and conditions of sale?

No text requires terms of sale to be drawn up as such. Between businesses, a business that has drawn them up must provide them to any professional buyer who requests them (Article L. 441-1 of the French Commercial Code (in French)). With consumers, the pre-contractual information obligation (Article L. 111-1 of the Consumer Code) makes drafting them necessary in practice.

How do you make terms and conditions of sale enforceable?

To make terms of sale enforceable, they must be brought to the customer’s attention and accepted by the customer before the contract is concluded (Article 1119 of the Civil Code). This is usually done through express acceptance, such as a tick box when ordering online.