If you have a contract to review before signing, a clause that the other party refuses to modify, or a signed contract that now works against you, we provide a preliminary legal report with the best course of action for you.
They sent you the draft and you signed it because you were in a hurry. Your client has started interpreting a clause in their favor and the interpretation is defensible. The other party has stopped performing and the penalty clause is ridiculous. You received a demand requiring compliance with a commitment that you understood differently.
Most contractual disputes are not resolved in court. They are resolved by reading the contract carefully, identifying what it says, what it doesn’t say, what can be defended and what cannot. The difference between a well-drafted contract and a standard one is the difference between closing the dispute through negotiation or taking it to litigation.
If the documentation is there, the procedure is quick. If it's not there, the procedure becomes complicated.
We study the contract clause by clause, annexes and communications between the parties, we deliver a preliminary report with the actual position of each party, we negotiate when there is room for it and we file claims in first instance court or commercial court when there is no other option.
Meeting room
Distribution, commercial agency, supply, services, manufacturing, NDA, joint venture, license agreements, commission contracts. Drafting, review and claims.
Sale and purchase, lease, mandate, deposit, atypical contracts. Both between individuals and between company and consumer. Application of the Civil Code and consumer protection regulations when applicable.
Sale and purchase of real estate, vehicles of significant value, industrial equipment, machinery, intangibles. Analysis of warranty clauses, hidden defects, suspensive and resolutory conditions.
Construction, renovation, repair, professional services provision. Deadline clauses, delay penalties, quality control, acceptance and warranty.
Consumer leasing with disproportionate penalty for early termination. Other specific clauses with penalties that exceed actual damages.
When a party fails to perform, fails to deliver, fails to pay or performs defectively. Contract termination, specific performance, damages claim or penalty clause claim.
Mass litigation for floor clauses, mortgage costs or vehicle cartels. We do handle specific penalty clauses with significant amounts, especially consumer leasing.
If your matter fits with one of these specific services, you should review the specific page:
A thorough review costs a fraction of what the conflict it prevents costs.
We work with the Civil Code, the Commercial Code and the Supreme Court’s contractual case law at hand.
Contracts where the proceedings are justified and firm negotiation makes sense.
We know the actual timeframes and most recent case law of the Madrid Provincial Court in contractual matters.
As a general rule, 5 years for personal actions arising from contract (art. 1964 Civil Code after the 2015 reform). There are specific time limits: 6 months for hidden defects in civil sales, short periods in transport, special periods in consumer contracts. The sooner you consult, the better.
It depends. If it is contrary to mandatory law, abusive in a consumer contract, or disproportionate in content, there is room to challenge it. If it was freely negotiated between professionals, it is generally binding. We analyze this in the preliminary report.
The penalty clause replaces compensation, unless the contract states otherwise. It is enforceable even if there is no actual damage, provided it is not disproportionate (courts can moderate it). Damages are claimed when there is no penalty clause or when the contract allows it, and require proof of damage.
No. We do work on specific clauses with relevant penalties, especially consumer leasing with disproportionately penalized early termination.
When there is already a draft, the most effective approach is for us to read it in its entirety. Clauses that appear standard often contain the risks. A partial review leaves exposed what was not reviewed.
If you have a contract to review, a clause to claim, or a breach to evaluate, write to us. We will tell you within 24 hours if we can help you and what the next step would be.
We respond within 24 business hours. The information you share is subject to the duty of confidentiality inherent in the practice of law.