Module 01 · Foundations of French Contract Law

Sources of contract law

Fundamental legal sources

⚠️ Important: This course focuses exclusively on private sector procurement (B2B purchasing between companies). Public procurement is governed by a separate legal framework - the French Public Procurement Code (Code de la commande publique) - which imposes specific competition, publicity and transparency rules. If you are a public buyer, this course does not cover your specific regulatory obligations.

Legal sources

Private procurement contracts in France are governed by several fundamental legal texts, mastery of which is essential for any professional buyer.

French Civil Code - Art. 1100 to 1231-7

The backbone of all contracts in France. The 2016 reform (Ordinance No. 2016-131 of 10 February 2016, effective 1 October 2016) modernised the rules on contract formation, validity, effects and remedies.

French Commercial Code

Applies to relations between merchants (commerçants). It governs payment terms, unfair commercial practices and competition. Article L441-10 on payment terms is critical in procurement.

Sapin II Law (2016)

Anti-corruption and transparency obligations directly affecting procurement processes. Applicable to companies with 500+ employees and over €100M in revenue.

Duty of Vigilance Law (2017)

Due diligence obligations regarding human rights and environmental impacts throughout the supply chain. Applicable to companies with 5,000+ employees in France.

GDPR & French Data Protection Act

Personal data protection obligations whenever supplier or employee data is processed.

💡 Key takeaway: Unlike public procurement (governed by the French Public Procurement Code), private procurement is governed by general contract law, commercial law and sector-specific regulations.
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