The growth in data center investments brings the issue of contract structures—which govern the availability of space and services essential to their operation—to the forefront of the real estate market. This topic is the focus of an article by Gabriele Capecchi, a partner at Legance, who offers a legal analysis of the transformations currently underway in this asset class. The paper analyzes colocation agreements, showing how this term encompasses a wide range of transactions—from the standardized provision of space and services in retail models to the exclusive, long-term availability of highly specialized infrastructure in wholesale and hyperscale operations. As the complexity of the investment increases, the real estate component becomes intertwined with infrastructure development and technological performance, making the choice of contractual structure critical.
This issue has concrete implications for the ability to sell and finance these assets, particularly with regard to protecting customer rights when the data center changes ownership or the operator faces financial difficulties. The author highlights how clauses restricting the transfer of the property, while strengthening protection for the operator, do not necessarily guarantee the same protection for a subsequent buyer. For the customer, the continuity of use of infrastructure essential to their business is at stake, while for owners, investors, and lenders, the stability of contractual relationships affects the asset’s value and its financeability.
For more complex transactions, the paper proposes structuring the relationship on two coordinated levels, pairing a real estate lease with a separate agreement covering energy, cooling, connectivity, security, and maintenance. The lease, in compliance with applicable requirements, safeguards the availability of the space even with respect to subsequent buyers, but does not by itself ensure the continuity of services. It is therefore necessary to precisely regulate the relationship between the two contracts and the safeguards in place in the event of the operator facing difficulties. This highlights the role of legal certainty in strengthening the soundness of investments and supporting the sector’s development, especially for infrastructure characterized by substantial capital investment and long-term horizons.
