Introduction
This training course covers the three stages of contracting; negotiating the ‘deal’; drafting and documenting that deal in a robust, but practical way, drafting different legal letters, and managing the performance of the contract itself. This training course will help participants to have an awareness of practices in other areas and other industries, which can add significant value to their own situations. Moreover, the training course will also give an opportunity to consider matters from the perspective of the other party to a contract
Course Objectives of Contract Management & Legal Drafting
- 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 from insurance & Factories
- Apply good legal writing practice
- Demonstrate the register of legal writing
- Examine ways to avoid disputes, or to manage them successfully
- Practical tips for business professionals to deal with the consequences of non-performance like machines or conditions
- Analyzing the mechanics of contracting in the English language
Course Outlines of Contract Management & Legal Drafting
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 finalise the contract
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 2
Legal Drafting for organizations & factories
- Signs of a well-drafted contract: The simple rules!
- The language of drafting: Will v Shall v Must
- Identifying the legal formalities for a binding contract
- Structure and formation of a commercial contract: follow the formula and you won’t go wrong
- The importance of Boilerplate clauses: overlooking them can cost the business billions of pounds.
- The preliminary documents- using Heads of Terms effectively
- Vague words and expressions in commercial contracts- know the pitfalls!
- Overview of cross border contracts: Distribution v Joint venture v Agency agreements
- Share Purchase Agreements: allocating risks between the buyer and seller
- Troubleshooting: trace and correct errors in your contract
Day 3
Plain English in Legal Correspondence
- Good legal writing practice
- Moving from legalese to Plain English
- Unnecessary archaic and meaningless phrases
- Collocations
- Pitfalls and issues relating to the use of legal jargon in legal writing
- Writing short emails
- Writing long emails
- Writing formal emails
Legal Writing Troubleshooting for insurance and other sectors
- The problem of English idioms
- Rephrasing English idioms easily confused words
- Cutting unnecessary
- y words
- Use of consistent terminology
- Ambiguity: how to avoid it
- Vagueness: how to avoid it
- Misuse of the preposition in dates
- Problem words
- Constantly litigated words
- Personal pronouns
- Choosing the right words
- Rewriting sentences to remove gender-specific language
Day 4
Drafting Specific Clauses in Production & Services
- 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
Effective Contracts Management
- Risk assessment and management
- Assignment of responsibilities and kick-off meetings: setting and managing expectations
- Dealing with defaults, delay, 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 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
