Practice area
Commercial contracts
Supply, services, distribution, licensing and technology agreements, drafted to be read and negotiated to be used.
Who calls us about this
Businesses buying or selling goods and services, licensing technology or entering long-term supply relationships.
Most commercial disputes begin in a contract that nobody read closely. Our contracts practice tries to make that unlikely: documents that say plainly who does what, by when, for how much, and what happens when something goes wrong.
We act for the buyer on some deals and the seller on others, and we use that to draft the position that both sides can live with. A contract that is fair enough to survive its first bad quarter is worth far more than one that wins every clause on paper.
01What we handle
- Supply and distribution agreements
- Services, consultancy and outsourcing contracts
- Software, data and technology licences
- Terms of business and standard-form contracts
- Agency, reseller and franchise arrangements
- Contract review and renegotiation of existing terms
02Typical matters
Described in general terms. Details are changed and no client is identifiable.
Terms of business for a distributor
Replaced eleven overlapping sets of customer terms with one two-page set plus a schedule, cutting disputes over delivery and liability.
Technology licence for a medical supplier
Negotiated a multi-year licence for a software platform, securing source-code escrow, a data return clause and a meaningful service credit regime.
Renegotiation of an unprofitable supply deal
A manufacturer was locked into a price formula that no longer reflected costs. We found the clause that allowed review and renegotiated terms without terminating the relationship.
Reseller agreement across three territories
Drafted a framework with territory annexes, so each new market is a short schedule, not a new contract.
03How we work
Start with the commercial deal
We ask what each side is really buying and what a good year looks like, then draft to that, not to a precedent.
Draft short, schedule the detail
The body of the contract states the principles; prices, service levels and technical terms live in schedules the business can maintain.
Negotiate the clauses that matter
Liability, termination, payment and change control get the effort. We concede quickly on the rest and say why.
Hand over a working document
A one-page summary of obligations and dates for the people who must perform the contract.
04Our approach to fees
Single contracts and standard terms are fixed-fee. Longer negotiations are quoted by stage. We offer a retainer for businesses that send regular contract work, with a monthly sum covering a defined amount of review and a published rate for anything beyond it.
05Questions we hear
Are our standard terms enough for most customers?
Often, if they are current and actually incorporated into each sale. The usual weaknesses are a missing incorporation step, an outdated liability clause and terms that the sales team cannot find. A short review will tell you.
General information only; the answer in your case depends on the documents and the jurisdiction.
06The team
07Related insights
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Limitation of liability clauses: where they fail
Why limitation clauses that look robust on signature fail in practice, and the drafting habits that make them hold.
Samuel Okafor 5 min read Commercial contracts
Talk to the commercial contracts team.
Matter, a few lines of detail, how to reach you. We check for conflicts and reply within one business day. The first conversation, up to thirty minutes, is free.
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