Commercial cleaning contracts: 11 clauses to negotiate before you sign

Most cleaning contracts are signed because the price was right and the salesperson was warm. Eighteen months later the same client is locked in, the quality has slid, and the exit clause requires 90 days notice with a service charge true-up. The contract did not protect them because nobody read past page 3.

Here are the 11 clauses we negotiate when we are on the buy side, and the language we accept when we are on the sell side. This is not legal advice. It is what we have learned from running and switching contracts since 2017.

The 11 clauses, in order of how often they bite

1. 1Scope schedule: every task listed by room, frequency and acceptable standard. 'Light office cleaning' is not a scope.
2. 2Price escalation: tied to CPI not RPI, capped at 4%, with one annual review not rolling.
3. 3Termination for convenience: 30 days either side after month 6. Anything longer benefits the supplier.
4. 4Key holder liability: insurance named, deductible disclosed, named key holders on a register the client controls.
5. 5COSHH and product list: every chemical on site listed with safety data sheet attached. No substitution without 14 days notice.
6. 6TUPE position: stated explicitly in writing whether TUPE will apply on exit. Most SME contracts do not transfer, but the silence creates the dispute.
7. 7Quality measurement: a defined audit score and the consequence when it is missed twice in a row. Without a consequence, the score is decorative.
8. 8Right to substitute personnel: the client can refuse a named individual once without cause, twice with reason.
9. 9Equipment ownership: vacuum and mop equipment owned by whom. Matters at exit.
10. 10Sub-contracting: prohibited without written consent. Stops the contract being flipped to a third tier.
11. 11Data and confidentiality: cleaners sign an NDA where confidential paper is on desks. Standard for legal and finance offices.

How to write an audit score that actually means something

A score is only useful if a failed score has a defined consequence. We use a 50-point checklist scored monthly by the office manager, signed by the lead cleaner. Two consecutive months below 80% triggers a service credit equal to one week's invoice. Three triggers termination without notice.

The TUPE trap on exit

If the cleaning team transfers to a successor contractor on exit, TUPE may apply even at 8 hours a week per cleaner. The acquiring contractor inherits the employment liabilities. Most SMEs do not realise this until the second supplier asks for the team's pay and pension data 30 days before takeover. State the position in the contract at signing.