Contracts and negotiations: the dispute that never happens
A well drafted contract is what prevents the lawsuit. We review, we draft and we sit at the table with you to negotiate what matters.
Most commercial disputes start with a rushed contract: a vague termination clause, a guarantee that does not exist, an unfavourable forum, an obligation nobody noticed. Fixing that afterwards costs far more than writing it properly at the outset.
We treat contracts as business instruments, not formalities. That means pointing out the real risk in each clause and saying what is negotiable, what is not, and what can be accepted knowingly in order to close the deal.
When this service is the answer
The other side's contract, to be signed today
The draft arrived ready, the deadline is short and the commercial pressure is high. Nobody has read the penalty, termination, exclusivity and forum clauses carefully.
An old template recycled again
The company has used the same draft for years, changing only names and figures. The template never kept up with the operation or with changes in the law.
A company with no clear rules between partners
Partners who came together on trust, with no shareholders' agreement, no exit rule, no rule for bringing in an investor and none for deadlock. When the disagreement arrives, there is no path mapped out.
What you receive
Annotated review of the draft
We return the contract marked up clause by clause: what is high risk, what is negotiable and what wording we suggest. You understand what you are signing.
Bespoke drafting
Commercial, services, supply, distribution, partnership, licensing, real estate and corporate agreements and shareholders' agreements, written for your business.
Presence in the negotiation
We join the table in person or by video conference, with you or on the company's behalf, to handle the legal points without stalling the commercial side.
A risk memo for the decision
A short document in business language with the points management has to decide and the practical consequence of each choice.
Standardising your contract templates
Creation of the company's standard contract set, with usage instructions and limits on what the commercial team may change without consulting legal.
Why work with us
We write to be read
A clear contract is a contract that gets performed. We avoid inflated text that nobody understands and that, in a conflict, turns against whoever drafted it.
The drafter also litigates
Clauses are written by lawyers who have seen how they behave in court. That changes the wording of guarantees, termination and dispute resolution.
A pace that matches the deal
Agreed turnaround times, including in urgent negotiations. Legal that delays a closing gets bypassed, and then the risk comes straight back.
Frequently asked questions
How long does a contract review take?
Contracts of average complexity are usually reviewed within a few business days, and the timeline is agreed before we start. In urgent negotiations we can run a priority analysis of the critical points, such as price, term, termination, guarantees and forum, and cover the rest immediately afterwards.
Is a shareholders' agreement worth it in a small company?
Yes, and it usually matters more in a small company, where everything depends on a handful of people. The agreement sets the rules on exit, admission of new partners, distribution of profits, deadlock and what happens on death or incapacity. Writing that while everyone gets along is far simpler than negotiating it mid-conflict.
Can the contract choose where a dispute will be resolved?
Yes, within legal limits. You can set the competent forum and, in commercial contracts, opt for arbitration or prior mediation. That choice affects the cost, the timing and the confidentiality of any dispute, so it should be decided deliberately rather than copied from another contract.
Are electronic signatures valid in Brazil?
Yes. Electronic signatures are valid in Brazil, and signatures using an ICP-Brasil digital certificate carry a legal presumption of authenticity. For other formats, validity depends on being able to prove authorship and integrity, which makes the choice of platform and the retention of evidence important.
Do you review contracts in English or Spanish?
Yes. We work in Portuguese, English and Spanish, which is common in contracts with technology suppliers, operators and foreign investors. Where the contract is governed by foreign law, we state the limits of our analysis and work together with local counsel in the applicable country.
See also
Before you sign, know what you are signing
Send us the draft and the context of the deal. We return an annotated review with the risk points, suggested wording and what is worth negotiating. If the deadline is tight, say so in your message.