Training Course: Contract Management & Negotiation Strategy Masterclass

Introduction

Course Objectives

• Understand the need to negotiate the “deal” before structuring the contract documentation.
• Utilize the tools & techniques to assist in such negotiations & enhance the efficient management of contract.
• Assess the drafting and modification of specific contract clauses, using real examples.
• Introduce some of the differences in approach in different jurisdictions.
• Examine ways to avoid disputes, or to manage them successfully.
• Practical tips for business professionals to deal with the consequences of non-performance.
• Analyzing the mechanics of contracting in the English language.

Course outlines

Day 1: What is the “deal” behind the contract, and how do you get there?

• What constitutes a contract: form, ingredients, and basic structure.
• The context of commercial arrangements.
• Innovative commercial solutions (e.g. Partnering, “BOOT” contracts, etc).
• Relationship between negotiation and contract drafting.
• Closing a deal - Authority to sign and agency principles.
• Formalities to finalize the contract.

Day 2: Negotiating and Drafting Contracts

• Negotiating Principles in Contracting.
• Negotiating in difficult and complex situations.
• Structuring complex documents – the hierarchy of terms.
• Using and modifying standard forms.
• Precedent in international contracting.
• Dealing with contract qualifications and amendments.

Day 3: Drafting Specific Clauses

• Operative provisions and performance obligations.
• Title, Risk, and Payment Provision.
• Contract variations: transfer of rights, amendment, and the scope of work.
• Termination, suspension, and remedies for default.
• Limitation and exclusion of liability, force majeure, and waiver.
• Law of the contract and dispute resolution.

Day 4: Effective Contracts Management

• Risk assessment and management.
• Assignment of responsibilities and kick-off meetings: setting and managing expectations.
• Dealing with defaults, delays, and disruption.
• Managing claims.
• Payment issues – including international trade.
• Lessons learned.

Day 5: Dealing with Disputes

• Recognizing potential problems and dealing with issues as they arise.
• Legal rights and commercial outcomes are distinguished.
• Negotiation structures for internal dispute resolution.
• External dispute resolution – Litigation and Arbitration.
• Modern alternatives in dispute resolution -Adjudication-Expert Determination-Mediation.
• Overview of the course, and final question session.