Strategic and Commercial Contracts

Contracts form the backbone of every commercial transaction, defining the terms of engagement, scope of work, rights and obligations of parties, and remedies in case of breach. In Nepal, as elsewhere, having well-drafted contracts is crucial to avoid ambiguities and disputes down the line. Whether it is a long-term strategic partnership or a routine procurement of goods, each contract must be crafted with clear language and a thorough understanding of applicable laws (such as contract law, sale of goods, agency, or specific industry regulations). Businesses operating in Nepal often engage in a variety of contracts – from construction contracts and supply agreements to service outsourcing, franchising, and joint ventures – each requiring careful attention to unique legal and commercial considerations.

Gandhi & Associates provides end-to-end support in the preparation, negotiation, and enforcement of commercial contracts across all sectors. Our lawyers work closely with clients to understand their business objectives and risk tolerance, then translate those into contract terms that provide maximum protection and clarity. We have experience drafting a vast array of agreements: shareholder and joint venture agreements, distribution and franchise contracts, technology licensing and IP commercialization agreements, construction and engineering (EPC) contracts, procurement and supply chain agreements, employment and consultancy contracts, and more. We also review and localize contracts provided by counterparties to ensure they conform to Nepali law and our client’s interests. In negotiations, we strive for outcomes that lay a solid foundation for successful business relationships while safeguarding our client’s legal rights. And if disputes arise, our team is ready to enforce contract provisions or seek remedies through mediation, arbitration, or litigation. By combining legal precision with commercial insight, we help our clients establish contracts that truly serve as instruments of success.

Representative Experience:

  • Structured and negotiated an EPC+F (Engineering, Procurement, Construction and Financing) contract for a run-of-the-river hydropower project, balancing the interests of the project sponsor, EPC contractor, and international lenders in a bankable and enforceable framework;
  • Advised an international NGO focused on housing and urban development on structuring its Nepal operations, including partnership agreements with community-based organizations, labor law compliance for field staff, and regulatory procedures for asset handover to municipal and local entities at the conclusion of donor-funded programs;
  • Advised a South Asian infrastructure developer on one of Nepal’s earliest toll road concession projects, reviewing the concession agreement and related documentation for bankability and risk allocation; and
  • Advised Nepal Airlines, the national flag carrier, on multiple cross-border aircraft transactions, including the acquisition of two wide-body aircraft from a European manufacturer and the divestment of legacy aircraft. Our role included negotiation of financing and transaction documents and ensuring compliance with international aviation regulations.