The Course Content
Day One: The Commercial Use of Contracts
The purpose of Legal Agreements
Turning Agreements into Binding Contracts
Controlling Risk using Different Types of Contract
Contract Models and Templates
Interim agreements: Letters of Intent and similar tools
Choice of Law, Forum and Jurisdiction
Day Two: Contract Drafting as Writing
The drafting process
Developing a suitable Contract Structure
Defined Terms and Principal Sections
Boilerplate Provisions
Style and Type of Language
Common Words and Phrases
Day Three: Rights and Obligations – the Main Clauses
Delivery, Performance and Acceptance
Clauses that manage Risk
Contract change terms
Price and Payment
Bonds, Guarantees, Warranties
Intellectual Property rights
Day Four: How can Things Go Wrong?
Contract Default
Liquidated Damages and Penalties
Limits/Exclusions of Liability
Force Majeure
Indemnities and Insurance
Suspension and Termination
Day Five: Negotiation and Resolution of Disputes
Negotiation – Tools and Techniques
Dispute Resolution clauses
Litigation and Arbitration
Mediation and other Alternative Dispute Resolution methods
Tips and traps in contract development
Training course summary and review
Day
One: What are Contracts and how are they Created?
The
need for contractual relationships
What
is needed to create a valid contract? Ingredients and formalities
Authority
and agency
The
tender process
Alternative
sourcing
Making
contracts enforceable – with particular emphasis on the international context
Day
Two: The Structure of Contracts
Form
of Agreement
Hierarchy
of Terms and Conditions
Different
contractual structures
Traditional
and new
Risk
and Title (ownership) in international trade. When does it transfer?
Notices
and other formalities
Which
law and which courts?
Day
Three: Collateral Documents
Securitising
performance obligations
Bonds
and guarantees
Parent
company guarantees
Letters
of intent, comfort or awareness
Insurance
policies
Assessing
the need for financial security
Day
Four: Change and Variation
Changes
to Contract documents
Assignment/Novation
explained and distinguished
Variation
clauses and changes to the scope of work
Claims
– what they are and how they arise
Delay
and disruption
Force
majeure
Day
Five: Resolving Disputes
Conflict
avoidance and tiered dispute resolution clauses
Negotiation
Litigation
Arbitration
Mediation,
ENE and new best practices in dispute resolution and management
Final
questions and review of course