In a tightening economy, contracts written for yesterday's conditions are putting South African businesses at risk. The problem is rarely obvious; it tends to surface only when something goes wrong.

A contract is not a template. It allocates risk. If it has not been updated to reflect how your business operates today, it may no longer be doing that job effectively. And by the time that becomes clear, the cost of fixing it is far higher than the cost of reviewing it would have been.

At Wright Rose-Innes, we review a wide range of commercial agreements each year, from complex transactions to everyday supplier contracts. A recurring issue is not misconduct or bad faith, but contracts that simply no longer align with current business realities. What was reasonable and workable when the agreement was first signed may now be outdated, ambiguous, or quietly working against you.

These are the issues we are seeing most often in 2026:

1. Indemnities that do more, or less, than you intended:

   An indemnity that is too broad exposes your business to liability you never agreed to carry. One that is too narrow leaves you paying for risks you believed were covered. The difference often comes down to a few words that seemed standard at the time of signing.

2. Liability caps that no longer fit the deal:

   Many liability limits were negotiated years ago, under different conditions and for different transaction sizes. When the cap no longer reflects the actual risk or value involved, disputes become more likely, and more costly.

3. Force majeure clauses that haven't been revisited:

   A force majeure clause excuses a party from performing its obligations when extraordinary events beyond their control, such as natural disasters, pandemics, or civil unrest, make performance impossible or impractical. COVID-19 changed how these clauses are interpreted. Contracts that haven't been revisited since then often contain language that is too vague or too narrow to be useful, leaving room for disagreement precisely when clarity matters most.

4. Performance obligations that are unclear:

   Vague obligations create confusion about what is actually required, by when, and what the consequences are if delivery falls short. Clear contracts define these things precisely, so both parties know where they stand.

5. Renewal and termination clauses that don't work in practice:

   We regularly encounter clauses that conflict with one another, cannot be applied as written, or create tension with applicable labour or consumer law. These provisions tend to go unnoticed until a relationship breaks down, at which point they become the centre of the dispute.

What businesses need in 2026

In 2026, businesses need contracts that reflect how the business actually operates, the risks it is prepared to accept, and the legal environment it operates in. Not agreements drafted for a different time, a different transaction, or a different set of assumptions.

At Wright Rose-Innes, we review commercial agreements to ensure they do what they are meant to do: support the deal, protect both parties, and reduce the likelihood of costly disputes down the line.

Your contracts should make decisions easier, not introduce uncertainty at the worst possible moment.

Need a contract review? Let's strengthen your agreements

graemec@wri.co.za | ravi@wri.co.za | 011 615 8828