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5-day International Commercial Contracts School Training Course
This specialist five-day seminar has been expressly developed to focus exclusively on the law and regulations governing business and contract law for cross-border contracts.
Details
Course overview
The Commercial Contracts School offers a wide-ranging and detailed understanding of contract law, drafting techniques, negotiation tactics and the law of damages under common law with comparisons to Civil Law jurisdictions. Presented by an international specialist in the field, the week shall enable participants to effectively draft and negotiate contracts with knowledge and confidence.
Who should attend?
- Heads of legal
- In-house counsel
- Contracts directors and managers
- Commercial directors and managers
- Senior business development executives
- Private practice lawyers
- Professional advisors
A unique programme of three modules
Attend the full week or PICK AND CHOOSE which modules you would like to attend. To find out more and get individual module prices call Customer Services on +44 (0)20 7729 6677 or email info@falconbury.co.uk
Programme
Formation of a business contract
- What is a contract?
- Different legal systems to know about
- Common and civil law
- Contract, tort and equity
- Making a binding and enforceable contract
- Six components
- Offer
- Acceptance
- Deeds
Pre-contract documents – sample agreement and checklist
- Informal contracts
- Standard terms
- Letter of intent
- Memorandum of understanding
- Heads of agreement
- Binding or non-binding and enforceability
- Meaning and effect of using ‘subject to contract’ and ‘without prejudice’
- Duty of good faith
Confidentiality and NDA agreements – sample document and checklist
- Current practice
- What is ‘confidential information’?
- Recent cases
- Quantifying loss
- Checklist for protection
Practical drafting workshop: Pre-contract documents and enforceability
Getting to grips with how the law changes and what you thought you had agreed to
- What are implied terms and where do you use them?
- Working within government restrictions
- Misrepresentation
- International convention
Practical workshop: understanding and effecting drafting payment obligations
- Advance/stage payments
- Retention monies
- The role of bonds
- Credit insurance
- Letters of credit
Constructive performance obligations
- Specific performance
- Condition precedents
- Delivery
- Force majeure
- The doctrine of frustration
Managing the contract
- Payment mechanisms
- Contract guides
- Service levels
- Audit rights
- Dealing with change
- Delegation
- Contract programme and governance
- Change management
Practical drafting exercise: Drafting contract terms
In this session participants will practise drafting contract terms and receive practical advice and guidance on how they can develop in this area.
Key clauses and how they are interpreted in different countries
- Best efforts and reasonable endeavours
- Confidentiality clauses
- Penalty clauses
- Assignment clauses
- Termination
- Post-contractual obligations
Making defences to breach of contract
- Misrepresentation
- Duress
- Mistake
- Negligent misstatement
Termination and variation – understanding how and when contracts end
- Duration
- Remedying defaults
- Events
- Liquidation
- Change of control
- Post-termination
- Variation of contracts
Limit contractual risk for your organisation
- Identifying the areas of potential claims
- Examining claims in contract
- Examining claims in tort
- What are the claims under other headings?
- Insurance
Successfully resolving contractual disputes and exit
- Drafting key provisions to minimise the risk of disputes
- ADR clauses
- Arbitration – institutional or ad hoc
Practical drafting exercise: standard contract terms
In this session participants will draft standard contract terms based on the skills and knowledge developed during the day under the guidance of the expert trainer.
Some typical agreements
This session will review the terms and conditions of some typical agreements to illustrate how to avoid the legal pitfalls and challenges faced.
- Service
- Supply
- Manufacture
- Licensing
Practical workshop: drafting and understanding boilerplate clauses with sample clauses and pointers
- General provisions
- Confidentiality
- Costs
- Assignment
- Entire agreement
- Notices
- Law of the contract
- Jurisdiction
Essentials of negotiations
- Effective negotiators
- Negotiation models
- Objectives
- Strategies
- Frameworks
- Perceptions
Preparing for negotiations – setting objectives and selecting strategy
- Preparation questions
- BATNA/ZOPA/target
- Power, interests and positions
- Selecting a strategy
- Creating value
- Preparation in a hurry
Negotiating across national and organisational cultures
- Mapping national cultures
- Reconciling differences
- High and low context
- Types of collaborations
- Trust
Negotiating styles
- Recognising your style
- Learn how to adapt your style for greater success
- Identifying styles
- Adapting styles
- Practising different negotiating styles
Practical workshop: negotiation of legal and commercial clauses
Communication skills
- Effective listening
- Effective telling
- Body language
- Silence
- Telephone and Internet
Situation tactics or ploys and counterploys
- Creating the right atmosphere
- Seating
- Threats/insults
- Interruptions
- Emotional appeals
- Making and reinforcing a final offer
- Encouraging closure
Negotiation clinic: discuss recent challenges you have faced
Get your queries answered on recent challenges you have faced in negotiations and learn how to overcome them.
Personal action plans
Identifying the areas of risk
- The areas of potential claims
- Claims in contract
- Claims in tort
- Claims under other headings
Warranties, representations, guarantees and indemnities
- Differences
- Which to use and when
- Remedies for breach
- Relationship with entire agreement
- Indemnities – examples
- The court approach and contra proferentem
- Types of guarantees – performance and on demand
Exclusions and limitations of liabilities
- Liability for personal injury or death
- Liability for late delivery and/or performance
- Maximum aggregate damages
- Fundamental breach
- Different country examples
Liquidated damages and penalties defined – comparative analysis
- Recoverability of liquidated damages and penalties
- Rules of interpretation and evidence requirement
- Types of contract to which the rules do or do not apply
- Types of clause to which the rules do or do not apply
- Templates with comparative clauses
- New Supreme Court rule on liquidated and ascertained damages and penalties – Cavendish vs Makdessi
Workshop: Exclusion and liquidated and ascertained damages clauses
Force majeure, frustration and economic hardship
- The concept of force majeure
- Changing circumstances and unforeseen events
- Hardship clauses
- Defining the events
- Typical claims
- The termination period
- Re-execution/renegotiation
- The doctrine of frustration
Workshop session: drafting exercises
During this session, delegates will be given drafting exercises to put what they have learnt into practice.
Direct, indirect and consequential damages
- Types of damages
- Damages for breach of contract
- Back-to-back contracts
- Physical damages
- Costs and expenses
- Waste
- Loss of profit
- Consequential losses and expenses
- Loss of opportunity, expectation and amenity
- Examples of clauses from common and civil law
Choice of law governing the contract
- Legal basis
- Applicable law in the absence of choice
- Limits of choice of law
- Natural place of jurisdiction
- Choice of forum clauses
- Limits of choice of forum clauses
Litigation, arbitration and alternative dispute resolution
- Choice of arbitration
- Drafting of an arbitration clause
- Avoiding pathological clauses
- Alternative dispute resolution
- Conciliation, mediation and ADR
- Enforcement
Presenter
Arun Singh OBE (More...)
Arun Singh (Prof) OBE, FRSA is an international lawyer and consultant to an international law firm. He was formerly a partner and head of commercial law at KPMG Legal and partner at Masons (now Pinsent Masons).
Arun has advised on disputes and collaborations in a wide range of jurisdictions including Europe, countries in West and East Africa, India, Bangladesh, China, Hong Kong, Saudi Arabia, UAE, Qatar, Pakistan, Libya, Jordan, Syria, the US, Caribbean, Russia, Israel, Lebanon, Egypt, Thailand and Singapore. Arun is cited and ranked in the Chambers Guide to the world’s leading lawyers. He concentrates on international investment, joint ventures, licensing of technology, research and development, M&A, energy, outsourcing and corporate governance in developed and emerging markets; he also handles international legal risk management matters. Arun advises a range of international organisations and is a visiting professor in International Business, Leadership and Negotiations at Salford University Business School, senior associate at Oxford University’s Institute of Legal Practice and teaches international leadership and negotiations at the University of Cambridge. He has facilitated programmes in Europe, Asia, the Middle East and the US.
He is a recognised corporate educator and a non-executive director of two international investment companies – one of which is listed on the London Stock Exchange, chairing the Audit Committee and Investment Committee.
He was appointed an OBE by HM the Queen in January 1999 for services to international trade, investment and intercultural management. Arun is an editor and contributor to a number of publications including Business and Contract Law (a Thorogood Special Report) and How to Lead Smart People – Leadership for Professionals (Profile Books), a facilitator for company programmes and an experienced speaker at international corporate conferences.
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NEW higher discounts for booking multiple places - bring your colleagues to make your training budget go further:
30% off the 2nd delegate; 40% off the 3rd delegate; 50% off the 4th delegate
| Choose your date below - or reserve your place with no obligation for 7 days at ipi.academy: Reserve now | |||
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13-17 Mar 2023 Face-to-face, (venue not yet confirmed) 09:00-17:00 UK (London) |
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13-17 Mar 2023 Face-to-face (venue not yet confirmed) 09:00-17:00 UK (London) |
GBP 2,999 2,499 EUR 4,299 3,599 USD 4,899 4,119 Until 6 Feb 23* |
Enrol now
to attend Face-to-face (venue not yet confirmed) Please note: this event is being organised by our training partner Falconbury; clicking Enrol will take you to falconbury.co.uk to complete your purchase. |
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25-29 Sep 2023 Live webinar 09:00-17:00 UK (London) |
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25-29 Sep 2023 Live webinar 09:00-17:00 UK (London) |
GBP 2,499 1,999 EUR 3,589 2,889 USD 4,089 3,309 Until 21 Aug 23* |
Enrol now
to attend Live webinar Please note: this event is being organised by our training partner Falconbury; clicking Enrol will take you to falconbury.co.uk to complete your purchase. |
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Learn more about our face-to-face and webinar training formats.
* Note the early booking discount cannot be combined with any other offers or promotional code. As such, discounts for the 2nd/3rd/4th attendees are based on the full price of the course. Please contact us for pricing if you wish to send more than 4 delegates.