Commercial Contracts

Dutch legal advice on commercial agreements and transaction-related contracts

Commercial contracts are the legal foundation of business relationships. They determine what parties agree, how risks are allocated, when obligations arise, how liability is limited and what happens if the relationship changes or ends.

I advise entrepreneurs, companies, investors, scale-ups and M&A advisers on Dutch commercial contracts. My work focuses on agreements used in corporate transactions, business cooperation, investments, commercial partnerships and ongoing business relationships.

This includes agreements such as purchase agreements, confidentiality agreements, term sheets, letters of intent, cooperation agreements, shareholder-related contracts, general terms and conditions, distribution agreements, services agreements, licensing arrangements and other business-to-business contracts.

Commercial contracts in transactions and business relationships

Commercial contracts should not be treated as standard documents. In practice, they often determine the outcome of a transaction or business relationship. In M&A transactions, key contracts may include a purchase agreement, Share Purchase Agreement, Asset Purchase Agreement, disclosure letter, vendor loan, earn-out, NDA, term sheet or letter of intent.

In growth companies and investor-backed businesses, commercial contracts often affect valuation, due diligence, governance, IP ownership, revenue, customer concentration, liability and exit readiness.

What I assist with

I assist with drafting, reviewing and negotiating commercial contracts. The focus is on clear risk allocation, enforceability, practical execution and alignment with the wider business or transaction structure.

Key topics often include scope of obligations, payment, liability, warranties, indemnities, termination, exclusivity, confidentiality, IP, non-solicitation, governing law, dispute resolution and post-termination obligations.

Where required, I coordinate with tax, employment, notarial or foreign counsel so that the contract fits the wider legal and commercial context.

Related commercial contract pages

This page will serve as the main hub for commercial contracts. Related pages include:

• Letter of Intent
• Confidentiality Agreement / NDA
• Term Sheet
• Purchase Agreements
• Share Purchase Agreement
• Asset Purchase Agreement
• Cooperation Agreement
• Convertible Loan Agreement

Need advice on a commercial contract?

If you need Dutch legal advice on a commercial contract, transaction document or business agreement, I can assist with drafting, reviewing and negotiating the agreement.

Contact Dirk de Waard at dirk.dewaard@viottalaw.com to discuss your commercial contract or transaction.