Starting a business involves signing several types of contracts even before making the first sale. The choice of legal structure, drafting of general terms and conditions, negotiating the lease, or formalizing a business partnership commits the company for years. Which contracts deserve priority attention, and what rules have recently changed?
Commercial lease after the May 2026 law: what changes concretely
Most guides on business contracts treat the commercial lease as a formality. Law No. 2026-403 of May 26, 2026, simplifying economic life, has modified several mechanisms that directly impact the cash flow of a young company.
The tenant of a retail, wholesale, or commercial or artisanal service premises can now demand monthly rent payments, even if the lease stipulates quarterly payments. For a startup, moving from quarterly payments to monthly payments frees up cash flow at the most vulnerable time.
Another direct change: the total amount of all guarantees (security deposit, guarantees, bank guarantees) can no longer exceed three months’ rent for leases concluded or renewed from May 2026. Before this reform, some landlords required six months or more.
An entrepreneur signing a lease in 2026 should therefore check that the contract includes these new provisions. A lease drafted based on a model prior to the law may contain clauses that have become unenforceable, creating insecurity for both parties.
To delve deeper into contracts on Entrepreneur Land, several resources detail the drafting and negotiation of these foundational documents.
Commercial contracts and GTC: comparative table of documents to prioritize
Not all contracts have the same level of urgency at startup. The table below ranks the main documents according to their timing and legal impact.
| Contract | Timing of drafting | Main risk in case of absence |
|---|---|---|
| Company bylaws | Before registration | Blocking of creation |
| General terms and conditions of sale (GTC) | Before the first sale | Customer disputes, DGCCRF sanctions |
| Commercial lease | Before opening the premises | Unfavorable clauses not negotiated |
| Non-disclosure agreement (NDA) | Before any strategic exchange | Information leakage without recourse |
| Service contract | Before any subcontracting | Dispute over scope and payment |
| Partnership agreement | Before formalized collaboration | Misunderstandings about roles and compensation |
The bylaws and the GTC are the two documents that no company can postpone. The bylaws condition registration. The GTC govern the commercial relationship from the first transaction.
GTC: an often underestimated obligation
The GTC must be communicated before the conclusion of the sale, not after. In B2B, they must be provided to any buyer who requests them. In B2C, they must be accessible before the order.
Well-drafted GTC cover payment terms, late penalties, withdrawal conditions, and liability limitations. Without this framework, each commercial dispute becomes a negotiation from scratch.
Price renegotiation clause: an unknown contractual lever
Article L441-8 of the Commercial Code requires, in certain contracts concerning products whose price depends on agricultural or food raw materials, an automatic price renegotiation clause. This obligation applies to contracts lasting more than three months.
The DGCCRF actively monitors the application of this clause. For an entrepreneur launching a business in the agri-food, catering, or distribution sectors, ignoring this obligation exposes them to administrative sanctions.
Beyond the food sector, voluntarily inserting a renegotiation clause in a service or supply contract protects both parties against sudden cost variations. It is a contractual tool that should be systematized, even when the law does not require it.
Points to check in a renegotiation clause
- The reference index used to trigger the renegotiation (producer price index, sector index, or other objective indicator)
- The threshold of variation at which the clause activates, expressed as a percentage or absolute value
- The time allowed for the parties to conclude the renegotiation before a resolution mechanism (mediation, termination) takes over
Service contract and non-disclosure agreement: two common pitfalls at launch
The service contract formalizes the exact scope of a mission entrusted to a third party: developer, graphic designer, consultant, delivery person. Without a written contract, the intellectual property of the deliverables remains unclear. A website developed without a rights transfer clause can legally remain the property of the service provider.
The non-disclosure agreement (NDA) comes into play even earlier. Before presenting a project to an investor, a future partner, or a service provider, this document prohibits the disclosure of exchanged information. Drafting it takes only a few hours, but its absence can cost a competitive advantage.
- Clearly define the information covered by confidentiality (financial data, technical processes, client files)
- Set a realistic confidentiality duration, generally between two and five years depending on the sector
- Provide for penalties in case of violation, as an NDA without contractual sanctions loses its deterrent effect
These two contracts share a common point: they protect the company before the problem arises. Drafting them after a dispute is like installing an alarm after a burglary.
The choice of legal structure (SAS, SARL, sole proprietorship) determines the framework within which all these contracts fit. The company bylaws set the rules of governance, capital distribution, and decision-making procedures. Each contract signed thereafter must remain consistent with this foundational base. An entrepreneur who neglects this consistency accumulates legal contradictions that become apparent during the first serious conflict.
