Conducting business in today's fast moving society means that well-structured and well-documented commercial arrangements are absolutely essential. Well-structured deals provide peace of mind and by addressing issues at the start, misunderstandings can be avoided in the longer term.
Keystone's lawyers possess an astute understanding of the law and have the attention to detail to prepare and assess any form of commercial contract. Across a broad number of sectors, we advise companies on how to consistently make the correct decisions and maximise their advantage and avoid risk. Whatever the scale and scope of the contract, our lawyers' solutions will be realistic and effective.
For further information or to discuss a matter please telephone 020 3319 3700 or click here to email us.
To receive our monthly email newsletter, please click here.
Whether an agency is looking for an advertising agency agreement drafted between itself and a client or input vis-à-vis comparative advertising, product placement, sponsorship and merchandising; or a trader seeking guidance on digital and direct marketing, advertising to children or using ‘green claims’ for environmental adverts we work hand in hand with our clients to provide expert advice in relation to the plethora of legal requirements in relation to their work.
With an acute understanding of the differences between the roles of the agent and the distributor, we have vast experience in drafting both agency and distributor agreements. We guide our clients through issues such as ‘sole’, ‘exclusive’ and ‘non-exclusive’ arrangements where necessary; and work closely with them to understand their business needs in order to advise them on associated competition law implications and the relative merits and/ or disadvantages of appointing an agent or distributor to increase sales.
The introduction of the Bribery Act 2010 has seen an increased number of businesses and individuals investigated and sometimes prosecuted in relation to issues of bribery. We work closely with organisations to ensure that they do not fall foul to an investigation by helping to implement adequate procedures in to their businesses. Our team of experts are also highly experienced in successfully advising clients, both businesses and individuals, who have been the subject of such investigations.
We work closely with our clients and ensure to understand their individual business needs. Equipped with this understanding we are placed in a strong position to guide and advise them through the drafting of collaboration agreements when they choose to work with another party on a commercial project.
Our team of diligent experts works closely with clients to fully grasp their business plans. We have significant experience in reviewing and auditing both existing and prospective contracts in order to identify any omissions and areas of legal concerns. We take on projects on a one-off basis where clients require specific agreements or clauses to be looked at, and others where the due diligence may be part of a more comprehensive contractual overhaul prior to the likes of an acquisition or sale.
Certain businesses require third parties or employees for the introduction of new clients and/ or contacts. We work with a number of these types of organisations and work with them to draft and negotiate agreements to ensure that all parties involved understand the terms of returns in relation to any introduction made.
Confidentiality is a key issue for our clients but there are very few relationships that impose automatic duties to respect it. We advise our clients on how best to protect themselves and their businesses, and draft confidentiality and non-disclosure agreements to best safeguard their information.
When a business engages the services of a freelance/ self-employed person to undertake some work it is imperative that the correct contracts are in place. We work with businesses to draft and negotiate contracts that protect our clients’ key assets including their intellectual property. We are also on hand to enforce any terms that may have been breached such as any confidentiality obligations and restrictive covenants.
The introduction of the Consumer Rights Act 2015 overhauled the rights held by consumers over traders. Our team is capable of assisting traders and consumers alike to guide them through the new rights and advise them on potential remedies for defective goods and services. We are also on hand to advise on digital content and contract forms that may be presented as being misleading.
With a deep understanding of the Data Protection Act 1998 which governs the collection and use of personal data in the UK, we regularly guide organisations that hold individuals’ data through their compliance obligations to ensure that they avoid any criminal or civil liability; including privacy and data protection policies and the transfer of personal data overseas.
Our team of experts regularly draft and negotiate agreements for the hire and leasing of all types of equipment. These agreements often feature optional provisions allowing the lessee to have the right to purchase the equipment under a hire purchase arrangement.
We have considerable experience in drafting event management agreements that record and legally bind the project management of large scale events, including festivals, concerts, conventions and sporting events.
We are acutely aware of the importance of intellectual property protection. We work closely with our clients to ensure that their technical know-how is safeguarded when another party is brought in to the mix.
Every industry is different and some clients in certain industries require ongoing services to be provided. We understand these needs and work with these clients to produce comprehensive contracts that agree the general legal framework and key provisions for all future work between parties and individually tailor these so that the exact nature and scope of services provided/ received and pricing structures may differ from project to project.
We understand the complexities of the franchising business. With vast experience advising both franchisors and franchisees, we advise on all aspects of the franchising process from guiding our clients through the key legal and commercial considerations in the process of both setting up and operating a franchise in the UK or overseas; the protection and enforcement of trade secrets, trade marks and other intellectual property rights; the preparation of franchise purchase agreements and standard franchise agreements; the negotiations of changes in ‘side-letters’; the formulation of detailed operating manuals to record business methods and trade secrets; right through to franchise disputes and the sale or transfer of the franchise.
Our commercially savvy lawyers are often called upon to review contracts prepared for a client by a third party in order to identify any areas of concern. With the clients’ best interests in mind they also regularly provide assistance on complex issues such as limitations, exclusions and caps of liability; variation, assignment and novation of contracts; retention of title; and any other matters that may arise.
We understand the importance of legal contracts to our clients and regularly prepare heads of terms/ memoranda of understanding contracts in anticipation of a more comprehensive formal legal document that contains more provisions. These contracts are usually non-binding but set out the general agreement in principal by the parties pending the full negotiation and drafting of the final contract.
Our experienced and commercial lawyers understand that businesses can often achieve more by working together. However, we also understand that these joint enterprises need very careful planning to ensure that both parties are satisfied with the outcome. We have considerable experience in forming numerous types of JVs including new corporate vehicles, partnerships and contract binding ventures. Or expertise range from advising all forms of JVs from setting them up and running them to selling them or winding them down.
We draft and negotiate agreements for the hire, leasing and maintenance of all types of assets from cars to computer equipment. Dependent on the needs of the individual client, we sometimes include optional provisions giving a lessee the right to purchase the equipment under a hire purchase arrangement for example.
The assets of our clients vary widely from data, software to equipment. We work closely with each of them to enable the preparation of licence documents to record the licencing that they individually require alongside expert know-how documents for the licensee.
Our experts understand the importance of insuring that the correct deliverables are in the right place at the right time. To help ensure our clients do not face any logistical problems we ensure that our agreements not only address the planning and implementation of the efficient flow and storage of goods, we also document the transport/ transfer and supply of services or data.
Whether our client is seeking to source or to supply goods in the UK or abroad, we are on hand to offer our services of drafting and negotiating manufacturing agreements, purchasing agreements and long-term supply agreements.
No matter the industry, when buying or selling assets, time is of the essence. We work in tandem with our clients in order to set up contracts such as option agreements to ensure that they have the best timescale to suit their individual needs.
The transfer of operational responsibility for a distinct business function or process to an external provider, though can come with benefits, can prove to be a legal minefield. We guide our clients through the contract process by not only designing contracts that deal with the transfer of assets and employees to the supplier but that also establish the correct service level requirements for the supplier. We are also adept to managing the exit if and when the arrangement comes to an end.
The drafting of a partnership agreement is crucial to the future of a business in order to avoid any disputes further down the line. We work closely with clients in drafting such agreements whether they are looking for a standard partnership agreement under the Partnership Act 1896 or looking to set up a limited liability partnership (LLP).
Whether our client is a company or an individual who is in the business or reselling goods that have been purchased from larger organisations to third parties via the internet or otherwise, we produce clear and bespoke contracts to suit their business needs; these can include contracts on a licensed basis or not, as a value added reseller agreement (VAR).
We tailor contracts for all business types to ensure that our clients’ business needs and property are protected as stringently as possible through their terms of business. We have vast experience in advising businesses operating in traditional or ecommerce settings on the drafting of these terms, whether in the form of standard and non-negotiable terms, or as individually-negotiated documents. All are bespoke and tailored to suit each individual clients’ requirements.
Vanessa is a commercial lawyer who helps clients who are using technology to innovate or disrupt established ways of doing things. She has supported clients from household-name global brands to nimble start-ups do this for over 15 years, across goods, services and digital.
Jeremy is an experienced lawyer advising clients on both contentious and non-contentious matters, primarily in the aviation, rail and shipping industries.
Carolyn has a wealth of experience in company/commercial law and specialist skills in IT law and data privacy. She has a proactive approach and provides business-focused solutions on a broad range of commercial and corporate transactional matters and helps companies to address compliance issues particularly in regard to data privacy.
Lucy is a commercial lawyer with particular expertise in digital media, technology, e-commerce and digital publishing. Her specialisms include the development and publication of apps, games and websites; social media publishing; digital magazines; the digital distribution of content; online partnerships/affiliate deals; and the sale of physical, digital and virtual goods via websites and apps.
Edward acts principally for SMEs, assisting with corporate, commercial and employment law issues. He also frequently handles the acquisition and sale of private companies and businesses. Edward practised in the West End of London throughout his career before joining Keystone in 2010 and is a member of the Employment Lawyers Association.
Vicky is a commercial lawyer who specialises in intellectual property matters. She has a particular interest in the life sciences sector, drawing upon a scientific background to advise clients on the protection and exploitation of innovative diagnostics, medicines and medical devices.
Gillian is an IT, intellectual property and commercial lawyer who advises on commercial arrangements and the protection and exploitation of intellectual property. She has extensive experience in technology, digital media and marketing services contracts and particular expertise in IT and business process outsourcing, software development and licensing and issues affecting online businesses.
Sally is a Manx Advocate whose practice includes a broad variety of Isle of Man (IoM) corporate and structured finance work with a particular emphasis on UK commercial real estate (CRE). Her client base comprises special opportunity funds and high-net-worth individuals investing in London and the South East, as well as regional assets across a range of asset classes.
Simon specialises in online financial services, e-commerce and IT. His clients include e-money and payment services providers, online peer-to-peer finance platforms, retailers, marketplaces and data providers
Jimmy is a commercial lawyer specialising in Internet and technology law, data protection, intellectual property, commercial contracts, and IP/IT in M&A transactions. Jimmy has worked for a range of high-profile clients including BT, Royal Mail, AIG, lastminute.com, Shazam, and Surrey Satellite Technology
Paul is an experienced commercial lawyer. Paul has extensive experience in Dispute Resolution, Insolvency and Sports and Entertainment. Paul has regularly advised blue chip PLC’s, SME’s, family businesses and individuals.
Ian is a highly-skilled Brand Management and Intellectual Property lawyer with a keen focus on the legal aspects of marketing, advertising, sales promotions, sponsorship and endorsement agreements, lotteries and merchandising. During his career Ian has advised a number of household names including McDonalds, HMV, NCP, New Look, River Island, Luxottica and Swarovski.
Matthew advises entrepreneurs on complex commercial legal issues. Throughout his career, he has advised businesses and financial institutions on corporate and commercial transactions in the UK, Europe, USA, Asia and Australia.
Dual-qualified to practice in both the UK and France, Bruno is a lawyer specialising in financial services, payment services and fintech. His versatile practice covers funds and asset management to payments, derivatives, market infrastructure including clearing and fund custody
Graeme has accumulated 30 years of expertise handling corporate transactions and commercial arrangements. He specialises in mergers, acquisitions and disposals, corporate restructures and MBO’s advising UK and international clients.
Jonathan is a highly experienced marine specialist, with a broad legal practice that focuses on both the domestic and international yachting sector. His client base comprises banks and private individuals in the yacht and superyacht industry.
John is a highly experienced lawyer specialising in commercial, intellectual property, and technology law. He has over ten years’ experience advising clients operating within the advertising, creative, technology and start-up industries.
JP is a corporate and commercial lawyer with a wealth of knowledge gained from his time in private practice and general counsel roles.
Katy is a commercial solicitor who also specialises in employment matters. This unique blend enables her to act for companies, owner-managers, investors, employers as well as employees.
Anna is a commercial and intellectual property lawyer with excellent in-depth experience gained from 10 years in private practice at Osborne Clarke and previously through running her own business. She specialises in advising on media and technology transactions.
An experienced intellectual property and information technology solicitor, Maureen works across a wide variety of sectors including healthcare, technology, education, travel, media and entertainment.
An experienced energy and commodities lawyer, Philip specialises in international trade and its finance with a particular emphasis on crude oil and oil products, as well as metals and soft commodities.
A business minded lawyer with an MBA from Oxford University, Jaan is a corporate and commercial lawyer with a particular interest in entrepreneurial activity. He advises clients on their corporate structures as well as their ongoing day to day commercial activity.
Clare is an experienced commercial lawyer with particular expertise in telecoms and technology transactions. She has typically worked on strategic, complex and high-value negotiations, often involving an international element, and has significant experience advising senior management teams. Clare qualified at Osborne Clarke in 1999 where she then worked as a corporate solicitor. Before joining Keystone, she worked for 10 years in-house at Motorola.
Peter is a commercial lawyer with experience drafting and negotiating commercial contracts across a wide range of industries and sectors.
Benjamin has over 15 years’ experience in yachting and luxury asset law, specialising in finance, construction and purchase, and operational matters including taxation, insurance and employment. He also advises in relation to private aviation and art.
Lauren is a trainee solicitor and works with the Northern Ireland team across corporate and commercial law transactions. With particular expertise in dealing with Companies House, she works across a range of sectors from company law and banking to commercial conveyancing. Prior to joining Keystone, Lauren gained substantial experience in commercial litigation, residential conveyancing, private client, and complex banking issues.
Anna is an experienced commercial solicitor specialising in telecoms, internet and IT matters. She has an efficient and proactive approach and provides business-focused solutions. In addition to spending some time in private practice, Anna has held various senior in-house roles including Head of Legal at both Easynet and AboveNet.
John is a solicitor qualified to practise in three jurisdictions: England and Wales, Northern Ireland, and the Republic of Ireland. John is also admitted as a Barrister and an Attorney in Bermuda. With particular expertise in corporate, commercial and intellectual property matters, his career has included a number of years spent in private practice as well as in-house. John also has a particular interest in advising clients in the property, energy, retail, hospitality, sport and general contracting industries.
A corporate lawyer with significant high level experience in the full range of corporate transactional work.
Anthony is an established commercial, intellectual property and technology lawyer, specialising in both contract negotiation and litigation. He advises SMEs and institutional clients across sectors that include software and technology, tech start-ups, media, disruptive music businesses, fashion, schools, charities and cultural institutions.
Jessica is an associate who works alongside the Northern Ireland team on a wide range of matters and, in particular, corporate and commercial transactions.
Simon is an experienced banking and finance (particularly asset and project finance) lawyer with significant expertise in the aviation, marine and shipping sectors gained while working in the UK, Europe and Asia.
Sarah is a commercial contracts and IP lawyer with a particular specialism in the Technology, Media and Data Protection sector.
Hugh is a barrister who has specialised in aviation regulatory, corporate, commercial and competition law for over thirty years and is recognised as one of the most experienced and highly respected aviation lawyers in the UK.
City trained, Meriel is a highly experienced commercial lawyer with over 20 years’ experience advising clients from the retail, media, fashion and sport sectors, representing both high-profile designer and household brand names.
An accomplished regulatory life sciences expert, Paul has 30 years’ experience and expert knowledge of the regulatory, commercial, intellectual property, and product liability needs of the pharmaceutical, biotechnology, and medical device sectors on an international and domestic scale.
Paul is a commercial lawyer who advises on the protection, acquisition and exploitation of intellectual property rights and on legal aspects of websites, including terms and conditions, privacy policies and other online contractual matters.
Stephen is an experienced corporate and commercial lawyer with a wide range of expertise across of number of jurisdictions.
Iain is a highly experienced litigator with over 30 years’ experience at a magic circle firm and is qualified as both a solicitor and barrister
Suzy is a commercial and dispute resolution lawyer with particular strength in relation to intellectual property and technology. In addition to her deep private-practice experience, Suzy is also a skilled in-house lawyer, having led the Northern European legal team of FTSE 100 company Reckitt Benckiser.
Jeremy is a highly experienced commercial lawyer recognised by the legal directories as a leading individual specialising in commercial agreements and related competition and regulatory matters. He advises on a range of commercial and trading issues, including agency, distribution, supply, sale purchase, joint venture and franchise agreements as well as all aspects of the commercial exploitation of intellectual property rights, such as licensing and R&D agreements.
Sarah is a general commercial lawyer having worked within a number of industry sectors, including manufacturing, IT and telecoms, payroll outsourcing, medical, publishing, media and travel.
Simon is a financial services lawyer specialising in asset management. He advises fund sponsors/managers, service providers, fund boards, trustees and investors based in the UK and around the globe. Simon provides his clients with succinct and practical commercial advice.
Nicholas is a highly experienced commercial lawyer with particular expertise in rights acquisition and exploitation, IT agreements and general commercial contracts such as agency, distribution and supply contracts.
As a corporate and commercial lawyer, Ian advises small to medium-sized organisations on a wide variety of transactions, both domestically and internationally. He has particularly strong experience of working with companies in the media and entertainment sector.
Nicola is an experienced media and intellectual property lawyer, who specialises in giving commercial advice to publishing clients on pre-publication issues.
Tracy is an experienced commercial lawyer with extensive experience in the technology and telecoms industries, with a particular emphasis on complex commercial transactions and data protection. Tracy has advised on a broad range of complex and high-value matters across the public and private sectors and has held senior strategic positions in a number of technology companies, and before joining Keystone, she worked for seven years in-house at Motorola Solutions.
Diederik is a corporate and commercial lawyer with vast transactional experience and a profound understanding of entrepreneurial needs in businesses. He has acted for a wide range of clients including individuals, start-ups, and Fortune 500 and multi-national companies, advising on many large-scale M&A transactions and several IPOs.
Emmanuel is commercial lawyer specialising in technology, intellectual property, data protection & privacy, commercial contracts and IP/IT in M&A transactions. He advises funded small and medium-size businesses, corporates like Apigee (Google), Wm Morrisons plc, Pentaho Corp. (Hitachi Data Systems), WorkForce Software LLC, high-tech start-up ventures, angel investors and VCs.
Tony is a true financial services and banking specialist. He has held senior legal positions at a range of household names including Barclays Wealth where he was Co-head of Legal.