--- title: "Commercial Contracts and Strategic Partnerships" id: "7421" type: "expertise" slug: "commercial-contracts-and-strategic-partnerships" published_at: "2026-04-17T14:46:34+00:00" modified_at: "2026-07-28T14:46:05+00:00" url: "https://www.august-debouzy.com/en/expertise/commercial-contracts-and-strategic-partnerships/" markdown_url: "https://www.august-debouzy.com/en/expertise/commercial-contracts-and-strategic-partnerships.md" excerpt: "Structuring and managing contractual relationships from deal through execution In an economic environment where partnerships are multiplying and transactions are increasingly structured at a global scale, contracts are no longer merely tools for formalizing agreements. They have become tools for..." taxonomy_language: - "English" taxonomy_post_translations: - "pll_69e247ca99fd2" taxonomy_tax_expertise: - "Ingénierie Contractuelle & Partenariats" taxonomy_tax_famille_expertise: - "Advisory" - "Transactional" --- ## Structuring and managing contractual relationships *from deal through execution* In an economic environment where partnerships are multiplying and transactions are increasingly structured at a global scale, contracts are no longer merely tools for formalizing agreements. They have become tools for governance, risk management, and value creation. Gaps in drafting or contract governance, or misalignment between the parties’ intent and the contractual language, can quickly weaken even the strongest relationships once performance begins. 0 We approach contract engineering as a strategic discipline in its own right. Each agreement is structured from the negotiation phase onward to reflect our clients’ operational, financial, and business constraints, while anticipating future risks and ensuring long-term resilience. ## *our*Capabilities ### (01) Commercial Contracts Framework agreements, service agreements, and purchase and sale transactions form the backbone of day-to-day business operations. We draft, review, and negotiate the full range of commercial contract documentation. Our approach goes beyond drafting alone. We identify and map the risks inherent in each relationship, balance the rights and obligations of the parties, and secure key provisions relating to pricing, duration, and termination. ### (02) Strategic Partnerships and Complex Agreements Co-development agreements, strategic alliances, and multi-party partnerships involve potentially diverging interests and require a rigorous contractual framework. We design tailored agreements that identify, anticipate, and address the specific challenges and constraints of each project. Every transaction is approached through a detailed analysis of interdependencies among stakeholders and potential project evolution scenarios. ### (03) Transition and Post-Closing Agreements Divestments, mergers, and restructurings give rise to specific contractual needs that are often underestimated, including the continuity of shared services, system separation, operational continuity, and reversibility. We structure transition agreements, including TSAs and LTAs, as well as contractual frameworks for carve-out transactions, to ensure business continuity during the post-closing phase. We are involved from the deal negotiation stage to anticipate the operational contractual implications, in close coordination with our Corporate and M&A team. ### (04) Contract Performance and Remediation A well-drafted contract does not guarantee smooth execution. Operational misalignments, non-compliance, claims, or renegotiation requests may arise at any stage of performance. We act before any formal dispute arises by analyzing the contractual situation, identifying remedies and negotiation levers, developing remediation strategies, and leading negotiations. Our approach prioritizes swift resolution and the preservation of commercial relationships, working alongside our Litigation team when escalation becomes necessary. Collective excellence at the service of the *highest standards.* The Team [Mahasti Razavi ( Managing Partner )](https://www.august-debouzy.com/en/collaborateur/mahasti-razavi/) [Alexandra Berg-Moussa ( Partner )](https://www.august-debouzy.com/en/collaborateur/alexandra-berg-moussa/) [Florence Chafiol ( Partner )](https://www.august-debouzy.com/en/collaborateur/florence-chafiol/) [Thibaut Amourette ( Counsel )](https://www.august-debouzy.com/en/collaborateur/thibaut-amourette/) [Ergen Ege ( Counsel )](https://www.august-debouzy.com/en/collaborateur/ergen-ege/) [Aurélien Micheli ( Counsel )](https://www.august-debouzy.com/en/collaborateur/aurelien-micheli/) [Charlotte Chen ( Senior Associate )](https://www.august-debouzy.com/en/collaborateur/charlotte-chen/) [Léa Margono ( Senior Associate )](https://www.august-debouzy.com/en/collaborateur/lea-margono/) [Maëva Ammel ( Associate )](https://www.august-debouzy.com/en/collaborateur/maeva-ammel/) [Benjamin Fontani ( Associate )](https://www.august-debouzy.com/en/collaborateur/benjamin-fontani/) [Chloé Niedergang ( Associate )](https://www.august-debouzy.com/en/collaborateur/chloe-niedergang/) [Ariane Seyed-Movaghar ( Associate )](https://www.august-debouzy.com/en/collaborateur/ariane-seyed-movaghar/) Précédent Suivant ## Contact Us ## *FAQ* ### (01) How does a law firm specializing in contract engineering structure your commercial agreements? Every commercial contract (framework agreement, services contract, purchase or sales agreement) creates lasting commitments and determines the company’s operational performance. We design contractual architectures that secure mutual obligations, allocate risks and provide adjustment mechanisms for changes in circumstances. Our work covers initial drafting, negotiation, review of general terms and regulatory compliance updates. The goal is to produce enforceable, balanced contracts adapted to the operational constraints of each sector. ### (02) How should you structure a strategic partnership, co-development agreement or multi-party alliance? Strategic partnerships and complex contracts (co-development, contractual joint ventures, multi-party alliances) engage intellectual property, investments and shared governance over long periods. We structure these agreements by articulating each party’s rights, decision-making mechanisms, exit rules and protections in case of strategic misalignment. Each partnership is designed to foster value creation while preserving each party’s autonomy, with governance, reporting and dispute resolution clauses calibrated to the relationship context. ### (03) How can you secure post-closing transition agreements (TSAs, LTAs, carve-outs)? M&A transactions generate specific contractual needs in the post-closing phase: transitional service agreements (TSAs), transitional licence agreements (LTAs), carve-out agreements, continuity and reversibility arrangements. Article 1195 of the French Civil Code, which enshrines the doctrine of unforeseeability, allows a party to request renegotiation when an unforeseeable change of circumstances makes performance excessively onerous. We draft these contracts integrating hardship clauses, early termination provisions and price adjustment mechanisms to secure the transition and anticipate operational contingencies. ### (04) How should you manage contract performance, non-compliance and remediation? Performance difficulties (delays, non-compliance, claims, counterparty failures) undermine expected contract value and can escalate into costly disputes. We intervene to analyse breaches, qualify liabilities, structure remediation plans and negotiate necessary contractual adjustments. When negotiation fails, we manage resolution procedures: formal notices, exception of non-performance, judicial or amicable termination, and representation before commercial or arbitral courts. Anticipating performance risks at the drafting stage remains the best protection. ### (05) Why choose August Debouzy as your law firm for contract engineering and partnerships? Legal departments, procurement departments, operational teams and investment funds entrust us with structuring their most strategic contracts. From initial drafting to managing performance crises, we deploy cross-cutting contractual expertise covering all sectors and contract types. Each engagement rests on a deep understanding of operational issues, mastery of regulatory constraints and the ability to produce contracts that work over time and withstand real-world challenges.