Business and Contract Law

Course overview

Guiding you through the legal complexities of commercial contracts to manage your legal risk

The law and regulations governing business and contract law are increasingly complex and now affect all industries and every type of commercial agreement; from entering into a contract, to validity of purchase conditions. If you are involved in commercial contracting or dealing with external parties at any level, you need to grasp the practical legal implications of these relationships to ensure you do not expose your organisation to unnecessary risk. Additionally you need to protect your company from litigation and anticipate legal pitfalls.

This programme combines up-to-date commercial law with practical methods of translating this law into documentation. It identifies and analyses the different types of contract and how the various statutes affect them, ensuring that you fully grasp the impact of current legislation and case law. By the end of the course you will be able to recognise and deal confidently with the risks and benefits of commercial contracts.

Why you should attend?

By attending this seminar, you will:

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 skilfully avoid disputes
Determine how to deal with and make defences to breach of contract
Get-to-grips with EU competition law and its impact on business contracts
Study some typical business agreements

Who should attend?

Contract and commercial managers and engineers
Sales and marketing managers
Project and procurement managers

And all those involved in the negotiation, drafting and management of commercial business contracts

PRACTICAL DRAFTING WORKSHOPS

Throughout the programme there will be practical sessions using sample clauses providing the
opportunity to gain practical experience under the guidance of the expert presenters.

Programme - Day 1

Effective contract negotiation

Preparing for negotiation
Developing winning strategies
Understanding the rules negotiation and culture
Improving your communication skills
Mapping routes to agreement

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

Tools, techniques and terminology when creating a formal contract

Informal contracts
Standard terms
Letters of intent
Memorandum of Understanding
Enforceable contracts

Getting to grips with how the law changes what you thought you had agreed to

What are implied terms and where do you use them
Working within government restrictions
What is good faith and making it benefit your organisation
Misrepresentation
International convention

Understanding and effective drafting payment obligations

Advance/stage payments
Retention monies
The role of bonds
Credit insurance
Letters of credit

Including constructive performance obligations

Specific performance
Condition precedents
Delivery
Force majeure
The Doctrine of Frustration

Implications of law and regulations for international agreements

Incoterms
Personnel
Price and payment terms
Disputes
Exporting

When things go wrong – Limit contractual risk for your organisation

Identifying the areas of potential claims
Examining claims in contract
Examining claims in tort
What are the claims under other headings
Insurance

PRACTICAL DRAFTING EXERCISE
In this session participants will draft contract terms based on the skills and knowledge developed during the day under the guidance of experts

Programme - Day 2

Making defences to breach of contract

Misrepresentation
Duress
Mistake
Negligent misstatement

Termination – Understanding how and when contracts end

Duration
Liquidation
Change of control

Successfully resolving contractual disputes

Drafting key provisions to minimise the risk of disputes
ADR clauses
Arbitration – institutional or ad hoc

The impact of EU competition law

Overview of key provisions
Horizontal and vertical agreements
Role of the block exemption regulations
Areas to watch: pricing, market sharing, joint sales and purchasing, information sharing
Consequences of infringement
Compliance

PRACTICAL DRAFTING EXERCISE
In this session participants will practice drafting contract terms and practical receive advise and guidance of how they can develop in this area.

Some typical agreements
This session will review the terms and conditions of some typical agreements to illustrate how to avoid the legal pitfalls and challenges faced

Service
Supply
Manufacture
Licensing

PRACTICAL WORKSHOP: Drafting and understanding boilerplate clauses

General provisions
Confidentiality
Costs
Assignment
Notices
Law of the contract

The expert presenter

Programme Leader

Arun Singh (PROF) OBE, FRSA is an international lawyer and consultant to an international law firm. He was formerly a partner and Head of Commercial Law at KPMGLegal. Arun is cited and ranked in Chambers Guide of the World’s Leading Lawyers. He concentrates on international investment, joint ventures, licensing of technology, research and development, M&A, energy, outsourcing and corporate governance in developed and emerging markets. He also handles international legal risk management matters. Arun advises a range of international organisations. He is a Visiting Professor in International Business, Leadership and Negotiations at Salford University Business School, Senior Associate at Oxford University’s Institute of Legal Practice and teaches international leadership and negotiations at the University of Cambridge. He has facilitated programmes in Europe, Asia, the Middle East and the U.S and has worked with clients such as BA, BP, CMSLegal, Orange, Diageo, KPMG, Motorola. He was appointed an OBE by HM the Queen in January 1999 for services to international trade, investment and intercultural management. Arun is an editor and contributor to a number of publications, including Thorogood’s Special Report on Business and Contract Law, facilitator for company programmes and corporate speaker to conferences.

Expert Presenter

Susan Singleton is a solicitor with her own London firm, Singletons which specialises in competition law, intellectual property law, IT/ecommerce and general commercial law. Articled at Nabarro Nathanson, she joined Slaughter and May’s EC/Competition Law Department on qualifying in 1985, moving to Bristows in March 1988, where she remained until founding her own firm in 1994. Since then she had advised over 480 clients. She is author of over 30 law books on topics such as Internet and ecommerce law, competition law, commercial agency law, data protection legislation and intellectual property and writes fifteen legal articles a month. Susan is on the Committee of the Competition Law Association, is a member of the Licensing Executives Society (EC/Laws Committee) and serves on the Contracts Group of the Chartered Institute of Purchasing and Supply (CIPS) and is a member of the Society of Computers and Law and The Intellectual Property Lawyers’ Organisation (TIPLO).

In-house training

Do you have a team of contract, procurement or project managers who are facing unique challenges in managing your organisations contracts?

Challenges translate to risk and in today’s environment of bespoke and standard contracts these risks can be mitigated with an understanding of the practical legal implications of a contract which can benefit both the Client and Supplier. Falconbury deliver business and contract law programmes In-House for a number of organisations in the UK and Europe. By focusing on Your Contracts terms and conditions we can tailor the course to your needs.

Your next step is to call us now on +44 (0)20 7729 6677 or email us at info@falconbury.co.uk or use our contact form and find out how we can help. There are no commitments, and if we cannot help our advice and recommendations are free of charge.