Logistics Contracts That Actually Work: 5 Elements It's Easy to Forget

In this episode of Rozmowy Logistyków, Piotr Skobało talks with Żaneta Ścigała, an attorney and partner at the law firm Wojnarowska Ścigała Irlik, about logistics contracts in practice. They discuss how to avoid common contract pitfalls and build a genuine partnership between operator and client.

DEFINITIONS THAT LEAVE NO ROOM FOR GUESSING

"Full-service logistics" or "24-hour delivery" sound precise until you ask: 24 hours from when? From the order being placed, or from the so-called cut-off? One party understands "full service" as unloading and picking, another throws in quality control and returns handling. Without precise definitions and an operational annex describing the process step by step, both sides can honestly interpret the same contract completely differently — and they'll only find out at the first dispute.

RESPONSIBILITY STARTS AT A SPECIFIC MOMENT, NOT "IN GENERAL"

The moment responsibility transfers to the operator has to be tied to a specific, documented event — a system scan, a signed protocol, a photo. For high-value goods, it's worth using double proof-of-record, because WMS systems can freeze up too. Liability limits matter just as much: are they calculated per incident, per year, or per pallet — in practice you see all these variants, and the difference only gets expensive once there's an actual loss.

KPIs AND CONTRACTUAL PENALTIES ARE TWO DIFFERENT THINGS — KEEP THEM SEPARATE

"Service level 95" means nothing without stating the data source. If the operator calculates on-time performance from its own system and the client from a different one, both sides will be right and have different numbers. An even more common problem: the contract doesn't separate the incentive system (a bonus-malus for a KPI drop) from compensation for a specific loss. The result? An operator whose pay was already cut for a weak monthly result feels they've settled the score — while the client is still waiting for compensation for lost goods from that same month. These aren't the same category, and the contract has to clearly keep them apart.

FLEXIBILITY FOR CHANGES THAT ARE COMING ANYWAY

Multi-year contracts need pre-agreed rate indexation rules — ideally tied to a specific, objective index, not to who negotiates a raise better. The same goes for volumes: if they're expected to change significantly during the contract's term, it's worth having a defined trigger point where both sides sit down to talk, instead of waiting for someone to show up with a surprise price hike.

PROCEDURES FOR A BAD DAY, WRITTEN DOWN BEFORE IT ARRIVES

The biggest losses in logistics rarely come from a lack of general rules — they come from a lack of procedures for exceptional situations. Who decides when a delivery slot needs to change at the last minute? Who needs to be consulted, and who just informed? A good contract has a written responsibility matrix with dedicated contact channels (not an email to the board) and a clear division of roles — ideally described by job title, not by name, because people change.

A good logistics contract is one tailored to a specific operation, not copied from someone else's template. And it's not a document signed once every five years — it's a process worth auditing regularly, before a lack of precision blows up at the worst possible moment. If you want to check how strong your current contract is, we're happy to help.