课程

Essential Commercial Contract Drafting Skills Workshop

Mark Weston · 授课老师

For legal and commercial professionals involved in contract creation and risk management, it’s essential to have the skills to negotiate and draft cle…

课程内容

课程概览

For legal and commercial professionals involved in contract creation and risk management, it’s essential to have the skills to negotiate and draft clear and concise agreements that meet the challenges of today’s business environment.

In today’s high-stakes, fast-moving commercial landscape, the ability to draft, structure and interpret contracts with clarity and precision is a critical skill.

Whether you’re negotiating multi-million-pound deals or managing day-to-day contracts, small errors or ambiguities can result in costly disputes, reputational harm and lost opportunities.

Business is founded on the crystallisation of the terms of a deal and clarity and fair construction are key to a successful commercial agreement.

Without a clear agreement, commercial and legal disputes are likely, and unclear agreements are one of the largest causes of costly commercial litigation.

This two-day, modular multi-part training course focuses on delivering practical and applied learning of the key drafting skills needed to create transparent and direct contracts that deliver on a legal and commercial level.

Each section of the training course builds on the section before so legal counsel, commercial managers and contract professionals gain the skills to draft watertight contracts, navigate complexity and manage legal risk proactively.

Part One: Drafting, Structure, Interpretation and Formation of Contracts

focuses on the theory and practice that underpins practical drafting, and covers major sections of contracts such as limittaions and exclusions, warranties and much more. It will also explain the fundamentals of how contracts are interpreted.

Part Two: Precise and Careful Drafting

looks in more detail at a variety of contract clauses and how they can be drafted and applied to leverage commercial value and manage legal risk.

Practical interactive learning style

This workshop-style training course has been designed to offer a practical solution to your drafting challenges.

Throughout the course the expert presenter will use a balanced mix of theory, group exercises, discussion, sample clauses and case studies to provide you with a comprehensive portfolio of practical tips and techniques to draft contracts which meet your commercial objectives, as well as ensuring that there are no ‘surprises’ further on.

We also have a more in-depth

3-day Commercial Contract Drafting and Interpretation

course:

Please note:

When attending the online version of this training course, participants are required to join with the ability to turn on their cameras. This is an essential requirement in order to fully participate in the training course due to the interactive nature of the programme.

This training course is part of our

Commercial Contracts Training Course collection

which has been designed for the in-house lawyer.

Benefits of attending

By attending this training course you will:

Gain

a comprehensive understanding of contract formation, interpretation and enforceability

Learn

drafting techniques that enhance clarity, reduce ambiguity and minimise disputes

Understand

key legal principles and how to apply them across UK, EU and international contracts

Explore

the impact of recent case law and post Brexit developments on commercial contracts

Examine

assignment and novation to ensure you are suitably protected in the case of transfer or sale of rights

the purpose and effect of typical boilerplate clauses and how you can leverage value for your organisation through clearer drafting

Get to grips

with payments and interest terms to understand how penalties can be applied

Expand

your knowledge of the risk of drafting a contract without a confidentiality clause

Understand

the risks that can be created through poor drafting in practical exercises under the guidance of the expert

Understand

the pitfalls and pluses to applying an effective standard structure and format to every contract

Examine

special contractual arrangements and letters of intent

Learn

how to interpret variations and time-is-of-the-essence clauses

Clarify

the distinction between ‘best endeavours’ and ‘reasonable endeavours’ – essential terminology in commercial contracts

Get up to date

with the use and drafting of contractual warranties and indemnities

Understand

the effect of exclusion and limitation clauses, and how they can be used to manage your exposure

Attending this training course will also give you the opportunity to network and discuss any disputes or challenges you are facing with colleagues from other organisations to gain new ideas and perspectives.

Who should attend?

This training course has been specifically designed for those who want to enhance their practical drafting skills and who have a knowledge of the law, including:

In-house lawyers

Private practice lawyers

Commercial and contracts directors and managers

Procurement and supply chain professionals

Project managers and business development executives

Compliance officers and risk managers

All those responsible for reviewing, interpreting or negotiating contract terms in a business or legal context

Presenter's firm

Weston Legal

is a leading specialist boutique firm specialising in Commercial law, Technology law, Media law, Intellectual Property law, Data law and Regulatory law and practice.

From its founding, the firm has always committed to provide a fast and efficient service wherever its clients operate.As its business has grown and diversified, it has recognised the strength and importance of the principles held by its people;

putting clients first and operating as one team to realise its goals and share its success.These principles have formed the foundation of its culture and the way its lawyers interact with one another and the firm’s clients.They are what distinguish it and are vital to its future.

To find out more about what Weston Legal can do for you, please contact Mark at westonlegal.ltd or see

https://uk.linkedin.com/in/markwestonlegal

Mark also operates as a leading consultant to Hill Dickinson LLP, a leading and award-winning international law firm with offices in London, Liverpool, Manchester, Leeds, Birmingham, Piraeus, Singapore, Monaco and Hong Kong.

As a full service law firm, it delivers advice and strategic guidance spanning the full legal spectrum from non-contentious advisory and transactional work, to all forms of dispute resolution.

The firm is on the panel of a number of national and international organisations and regularly competes against many of the City firms.In recent months, they have been able to win a number of panel reviews against City firms.

To find out more out what Mark can do for you via Hill Dickinson, please contact him via www.hilldickinson.com

Popular with...

This course has proven particularly popular among our customers in these roles:

CONTRACTS MANAGER

Commercial Manager

Contract Manager

Contracts Lawyer

Contracts Officer

Lawyer

Legal Advisor

Legal Counsel

Paralegal

Senior Legal Counsel

Day 1

课程大纲

  • Drafting, Structure, Interpretation and Formation of Contracts

    focuses on developing a robust structure and formation to your contracts and expanding your drafting skills to deliver concise and watertight agreements. It will also explain the fundamentals

    Contract interpretation

    Introduction to legal relationships

    A first contract clause

    Contract interpretation:

    Systems of law

    Civil law vs common law approaches to drafting

    Precedent (and some Latin)

    Interpretation and construction

    Clarity and ambiguity:

    Arnold v Britton, Wood v Capita Insurance

    Ambiguity:

    Investors Compensation Scheme v West Bromwich

    Classical contract interpretation (six canons)

    Modern contract interpretation (ten principles)

    The effect of Brexit on contract drafting and interpretation

    Admissible background

    How do you form a contract? PART 1

    Ingredients to form a contract

    Classical

    Offer

    Acceptance

    Consideration

    Battle of the forms

    Other elements in formation

    Sui generis

    formation

    How do you form a contract? PART 2

    Distinctions between negotiations and contracts

    Have you accidentally formed a contract while negotiating?

    The six steps of

    Pagnan Freres

    'Subject to contract’

    'Without prejudice’

    Commercial contract format and structure

    Splitting form from content

    Form

    Law and custom

    Tone and format

    Deed or under hand?

    Drafting techniques

    Mapping: free drafting (when you have no precedent)

    Mapping: tied drafting (when you have a starting point)

    Structures of typical commercial contracts

    Use of words in contracts: being certain

    Terms: implied, express and standard

    Drafting techniques: the easy but not well-known stuff

    Drafting techniques: the hard stuff

    Shall, will, endeavours, CWI, warranties, undertakings, representations

    Warranties and Indemnities

    Warranties - what are they and how are they used?

    Indemnities - what are they and how are they used?

    Day 2

    Precise and Careful Drafting

    looks in more detail at the more complex clauses and how they can be drafted and applied to leverage commercial value and manage legal risk.

    Exclusion and limitation clauses

    Myths about liability clauses

    Internationally accepted practice

    Economic rationale for this area of law

    The liability protection spectrum

    Jurisdictional differences

    Factors affecting liability… or not

    Negotiating liability clauses: risks and responsibilities

    The ACE principle

    Acceptance of risk

    Capping of risk

    Exclusion of risk

    Arguments used by each side when negotiating

    Drafting a liability clause: tips, tricks and techniques

    Indirect and consequential loss: the changing position since 2017

    Introduction to boilerplate

    A functional methodology

    Transferring contractual rights and obligations

    Transferring rights

    Assignment

    Novation

    Other transfers

    An exercise: in the real world

    Third-party rights

    Privity

    Some history

    Practical examples

    The new rules

    Drafting issues and traps

    Welded boilerplate: PART 1

    Interpretation clauses

    Notice and communications

    Welded boilerplate: PART 2

    Waiver

    Invalidity and severance

    Force majeure

    Payment remedy clauses

    Set-off clauses

    Interest clauses

    Interest

    A clause: charging interest for late payment

    Penalties and rates of interest

    and payments

    The importance of waiving rights – or not

    Entire agreement clauses;

    governing law, jurisdiction and dispute resolution clauses

    Entire agreement clauses

    Purpose

    Problem

    A new purpose

    The law

    Drafting a clause

    Documentary inclusion/exclusion

    Governing law, jurisdiction and dispute resolution clauses

    Governing law

    Jurisdiction

    Dispute resolution clauses

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