By the end of this programme, participants will:
- Understand principles and practices of contract law for business
- Gain practical experience of effective contract negotiation
- Grasp the main issues impacting the early phase of offer and acceptance
- Learn how to create a formal contract
- Understand the legal background to common contract terms
- Identify and understand the role of payment and performance obligations
- Discover how to limit risk and identify the areas of potential claims
- Examine ways to skillfully avoid disputes
- Determine how to deal with and make defenses to breach of contract
DAY 1
Contract Basics – Preparing to contract
- What is a contract?
- What documents and agreements are required?
- Form of contract to use to ensure maximum chance of acceptance
- Heads of agreements and letters of intent
- Specifications
- Authority to sign contracts
- Typical contracts – precedents provided
- Agency agreement and Commercial Agents (Council Directive) Regulations 1993
- Distribution agreement and impact of EU vertical agreements regulation
- EU competition law (Article 101 TFEU) and contracts
- Terms and conditions of sale
- Terms and conditions of purchase
- Patent License
Terms found on contract
- Implied
- Express
- Standard terms
- Warranties
- Indemnities
- Commercial laws – Provision of Services Regulations 2009
- Impact of EU public procurement rules
- Other relevant clauses in contracts
DAY 2
Intellectual Property Rights
- Patents
- Copyright
- Trade Marks
- Designs
- How to ensure you keep or acquire IP rights
- How to draft IP clauses and indemnities in contracts
Constructive performance obligations
- Specific performance
- Condition precedents
- Delivery
- Force majeure/ act of God clauses
- The Doctrine of Frustration
Effective contract negotiation
- Preparing for negotiation
- Developing winning strategies
- Understanding the rules of negotiation and culture
- Improving your communication skills
- Mapping routes to agreement
DAY 3
Offer and acceptance
- Defining the number of offers that can be on the table at any time
- Understanding what is a counter offer
- Examining what constitutes acceptance
Understanding and effective drafting payment obligations
- Advance/stage payments
- Retention monies
- The role of bonds
- Credit insurance
- Letters of credit
Implications of law and regulations for international agreements
- Incoterms
- Personnel
- Price and payment terms
- Disputes
- Exporting
DAY 4
Relationship/Risk Management
- Risk Analysis
- Pre-contract and post-contract risk planning
- Case study
- Developing tender criteria/evaluation
- Managing conflict using Transactional Analysis
- Principles of contract scheduling and control
Limit contractual risk for your organization
- Identifying the areas of potential claims
- Examining claims in contract
- Examining claims in tort
- What are the claims under other headings
- Insurance
DAY 5
Making defenses to breach of contract
- Misrepresentation
- Duress
- Mistake
- Negligent misstatement
Termination and Management of Contracts
- Managing your contracts to best advantage
- Practical tips and hints
- Termination clauses in agreements
- Arbitration and litigation issues
- International contracts – foreign law issues
