Securing your contracts and commercial operations
Your business signs contracts, negotiates with suppliers, operates under a commercial lease, or plans to buy or sell a going concern. Each of these transactions commits your company for the long term. An imprecise termination clause, a poorly drafted non-compete, outdated general terms and conditions of sale – these risks only surface when a dispute arises.
Our firm advises businesses and traders on the drafting, negotiation and structuring of their commercial operations under French law. We act upstream to build robust contractual frameworks, and downstream when a disagreement threatens to escalate into litigation.
How we assist you
- Drafting and negotiating commercial contracts: general terms and conditions of sale, distribution agreements, franchise agreements, partnership agreements, commercial agency contracts
- Commercial leases (baux commerciaux): clause negotiation, renewal, rent review, assignment of leasehold rights
- Sale and acquisition of a business as a going concern (fonds de commerce): legal due diligence, drafting of deeds, completion of statutory formalities
- Competition law advice: non-compete clauses, restrictive practices, supplier and distributor relations
- Recovery of commercial debts and management of unpaid invoices
Legal focus – Article L110-1 of the French Commercial Code
French law defines as ‘acts of commerce’ the purchase of goods for resale, manufacturing enterprises, commission, transport, banking and brokerage operations, and all obligations between traders and merchants. This foundational provision determines the jurisdiction of the Commercial Court (tribunal de commerce) and the applicable rules – a five-year limitation period, freedom of evidence, and presumed joint and several liability between co-debtors.
Resolving your commercial disputes
A shareholder breaching the shareholders’ agreement. A business partner abruptly terminating a long-standing commercial relationship. A competitor disparaging your products or poaching your employees to access your know-how. Commercial disputes take many forms, but they share a common threat: they jeopardise the continuity of your business.
Our firm represents clients before the Commercial Court and the civil courts, both as claimant and defendant. The stakes are not merely legal – they are strategic. We assess the merits of litigation against its cost, timeframe and the commercial relationship at stake. Where appropriate, we favour negotiation or mediation. When the case calls for it, we litigate with determination.
How we assist you
- Commercial litigation before the Commercial Court: breach of contract, termination disputes, shareholder disputes, director liability
- Unfair competition and free-riding (parasitisme): injunctions with penalty payments (astreinte), investigative measures, damages claims
- Abrupt termination of an established commercial relationship under Article L442-1 of the Commercial Code – notice must reflect the duration of the relationship, subject to a statutory cap of 18 months
- Anti-competitive practices: cartels, abuse of dominant position, proceedings before the French Competition Authority (Autorite de la concurrence)
- Interim relief and emergency measures: protective seizures (saisies conservatoires), interim payments, injunctions with penalty payments
- Appeals: appellate courts and the French Supreme Court (Cour de cassation)
Our commercial law practice areas
Our firm focuses on six areas of French commercial law, each handled by lawyers with in-depth knowledge of the relevant technical issues and case law.
Commercial contracts
Drafting, negotiation and disputes involving contracts between businesses: general terms and conditions, distribution, franchise, commercial agency, partnerships.
Learn more ->Commercial lease
Advising landlords and tenants: negotiation, renewal, termination, assignment of leasehold rights, lease disputes.
Learn more ->Sale of business
Legal due diligence, drafting of deeds, price and warranty negotiation, publicity formalities and creditor opposition procedure.
Learn more ->Unfair competition
Liability claims to stop and remedy acts of disparagement, imitation, free-riding or customer diversion.
Learn more ->Commercial fraud
Defending businesses against fraudulent practices: fraud, breach of trust, document falsification.
Learn more ->Abuse of dominant position
Advisory and litigation in competition law: abuse of dominance, cartels, economic dependency.
Learn more ->
Frequently asked questions
Which court has jurisdiction over a commercial dispute in France?
Disputes between traders or relating to acts of commerce fall within the jurisdiction of the Commercial Court (tribunal de commerce). Where a dispute involves a trader and a non-trader, the latter may choose between the Commercial Court and the ordinary civil court (tribunal judiciaire). If the contract contains a valid arbitration clause, the dispute may also be submitted to arbitration.
How much does a commercial lawyer cost in France?
Fees depend on the nature of the engagement: one-off advice, contract drafting, or litigation. Our firm offers hourly rates, fixed fees, or a success fee in addition to a base fee. A fee agreement is always drawn up before any work begins.
What is the limitation period for a commercial claim under French law?
Claims arising from commercial activities are time-barred after five years, pursuant to Article L110-4 of the French Commercial Code. The limitation period runs from the date on which the claimant knew, or ought to have known, the facts giving rise to the claim.
What can be done in case of abrupt termination of a commercial relationship?
Article L442-1, II of the French Commercial Code entitles the injured party to compensation for losses caused by the abrupt termination of an established commercial relationship. The required notice period is assessed in light of the duration of the relationship, the degree of economic dependency and trade usage, subject to a statutory cap of 18 months.
Do you handle cross-border matters?
Yes. Our firm assists businesses and individuals in cross-border commercial disputes. We regularly handle cases involving Monaco, Switzerland, Italy, the United Arab Emirates and other jurisdictions. Our team is fully bilingual in French and English.
What is the difference between commercial law and business law in France?
French commercial law (droit commercial) in the strict sense governs acts of commerce and traders as defined by the Commercial Code. Business law (droit des affaires) is a broader concept encompassing commercial law, company law, competition law, banking law and insolvency law. Our firm covers all of these areas.