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