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Falconbury

5-day International Commercial Contracts School Training Course

Name: 5-day International Commercial Contracts School
Start: 2024-09-23T09:30:00+01:00
End: 2024-09-27T17:00:00+01:00

This specialist five-day seminar has been expressly developed to focus exclusively on the law and regulations governing business and contract law for cross-border contracts.

23-27 September 2024 »
from £1999

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Format: Live online
CPD: 30 hours for your records
Certificate of completion

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Course overview

The 5-day International Commercial Contracts School offers a wide-ranging and detailed understanding of contract law, drafting techniques, negotiation tactics and the law of damages under common law with comparisons to civil law jurisdictions.

Presented by an international specialist in the field, attending this course will enable participants to effectively draft and negotiate contracts with knowledge and confidence.

The programme is split into three comprehensive modules:

Module one: Business and contract law for international commercial contracts covers the formation and management of a business contract, the pre-contract documents, drafting contract terms and specific key clauses

Module two: International contract negotiation looks at preparing for negotiations and setting objectives, while considering national and organisational cultures and styles

Module three: Liabilities and damages in international commercial agreements focuses on identifying areas of potential risk, and exclusions and limitations of liability clauses

Attend the full week or SELECT which modules you would like to attend. To find out more and get individual module prices call Customer Services on +44 (0)20 7749 4749 or email info@falconbury.co.uk

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 course you will:

Understand how a contract is formed and what makes it binding and enforceable
Learn about the impact of common and civil law
Get to grips with pre-contract documents including NDA agreements
Consider constructive performance obligations and payment mechanisms
Master the defences to breach of contract
Expand your knowledge of termination and variation clauses
Enhance your negotiation skills and understand different styles
Identify areas of risk and learn how to mitigate against them
Discuss choice of law and dispute resolution options

Who should attend?

This course has been specificially designed for:

Heads of legal
In-house counsel
Contracts directors and managers
Commercial directors and managers
Senior business development executives
Private practice lawyers
Professional legal advisors

Enrol or reserve

The 5-day International Commercial Contracts School course will cover:

Module One: Business and Contract Law for International Commercial Contracts

Formation of a business contract

What is a contract?
Different legal systems to know about
Common and civil law
Contract, tort and equity
Making a binding and enforceable contract
Six components
Offer
Acceptance
Deeds

Pre-contract documents – sample agreement and checklist

Informal contracts
Standard terms
Letter of intent
Memorandum of understanding
Heads of agreement
Binding or non-binding and enforceability
Meaning and effect of using ‘subject to contract’ and ‘without prejudice’
Duty of good faith

Confidentiality and NDA agreements – sample document and checklist

Current practice
What is ‘confidential information’?
Recent cases
Quantifying loss
Checklist for protection

Practical drafting workshop: Pre-contract documents and enforceability

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

What are implied terms and where do you use them?
Working within government restrictions
Misrepresentation
International convention

Practical workshop: understanding and effecting drafting payment obligations

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

Constructive performance obligations

Specific performance
Condition precedents
Delivery
Force majeure
The doctrine of frustration

Managing the contract

Payment mechanisms
Contract guides
Service levels
Audit rights
Dealing with change
Delegation
Contract programme and governance
Change management

Practical drafting exercise: Drafting contract terms

In this session participants will practise drafting contract terms and receive practical advice and guidance on how they can develop in this area.

Key clauses and how they are interpreted in different countries

Best efforts and reasonable endeavours
Confidentiality clauses
Penalty clauses
Assignment clauses
Termination
Post-contractual obligations

Making defences to breach of contract

Misrepresentation
Duress
Mistake
Negligent misstatement

Termination and variation – understanding how and when contracts end

Duration
Remedying defaults
Events
Liquidation
Change of control
Post-termination
Variation of contracts

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

Successfully resolving contractual disputes and exit

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

Practical drafting exercise: standard contract terms

In this session participants will draft standard contract terms based on the skills and knowledge developed during the day under the guidance of the expert trainer.

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 with sample clauses and pointers

General provisions
Confidentiality
Costs
Assignment
Entire agreement
Notices
Law of the contract
Jurisdiction

Module Two: International Contract Negotiation

Essentials of negotiations

Effective negotiators
Negotiation models
Objectives
Strategies
Frameworks
Perceptions

Preparing for negotiations – setting objectives and selecting strategy

Preparation questions
BATNA/ZOPA/target
Power, interests and positions
Selecting a strategy
Creating value
Preparation in a hurry

Negotiating across national and organisational cultures

Mapping national cultures
Reconciling differences
High and low context
Types of collaborations
Trust

Negotiating styles

Recognising your style
Learn how to adapt your style for greater success
Identifying styles
Adapting styles
Practising different negotiating styles

Practical workshop: negotiation of legal and commercial clauses

Communication skills

Effective listening
Effective telling
Body language
Silence
Telephone and Internet

Situation tactics or ploys and counterploys

Creating the right atmosphere
Seating
Threats/insults
Interruptions
Emotional appeals
Making and reinforcing a final offer
Encouraging closure

Negotiation clinic: discuss recent challenges you have faced

Get your queries answered on recent challenges you have faced in negotiations and learn how to overcome them.

Personal action plans

Module Three: Liabilities and Damages in International Commercial Agreements

Identifying the areas of risk

The areas of potential claims
Claims in contract
Claims in tort
Claims under other headings

Warranties, representations, guarantees and indemnities

Differences
Which to use and when
Remedies for breach
Relationship with entire agreement
Indemnities – examples
The court approach and contra proferentem
Types of guarantees – performance and on demand

Exclusions and limitations of liabilities

Liability for personal injury or death
Liability for late delivery and/or performance
Maximum aggregate damages
Fundamental breach
Different country examples

Liquidated damages and penalties defined – comparative analysis

Recoverability of liquidated damages and penalties
Rules of interpretation and evidence requirement
Types of contract to which the rules do or do not apply
Types of clause to which the rules do or do not apply
Templates with comparative clauses
New Supreme Court rule on liquidated and ascertained damages and penalties – Cavendish vs Makdessi

Workshop: Exclusion and liquidated and ascertained damages clauses

Force majeure, frustration and economic hardship

The concept of force majeure
Changing circumstances and unforeseen events
Hardship clauses
Defining the events
Typical claims
The termination period
Re-execution/renegotiation
The doctrine of frustration

Workshop session: drafting exercises

During this session, delegates will be given drafting exercises to put what they have learnt into practice.

Direct, indirect and consequential damages

Types of damages
Damages for breach of contract
Back-to-back contracts
Physical damages
Costs and expenses
Waste
Loss of profit
Consequential losses and expenses
Loss of opportunity, expectation and amenity
Examples of clauses from common and civil law

Choice of law governing the contract

Legal basis
Applicable law in the absence of choice
Limits of choice of law
Natural place of jurisdiction
Choice of forum clauses
Limits of choice of forum clauses

Litigation, arbitration and alternative dispute resolution

Choice of arbitration
- Drafting of an arbitration clause
- Avoiding pathological clauses
Alternative dispute resolution
- Conciliation, mediation and ADR
Enforcement

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Arun Singh OBE
IBMDS

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 KPMG Legal and partner at Masons (now Pinsent Masons).

Arun has advised on disputes and collaborations in a wide range of jurisdictions including Europe, countries in West and East Africa, India, Bangladesh, China, Hong Kong, Saudi Arabia, UAE, Qatar, Pakistan, Libya, Jordan, Syria, the US, Caribbean, Russia, Israel, Lebanon, Egypt, Thailand and Singapore. Arun is cited and ranked in the Chambers Guide to 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 and 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 US.

He is a recognised corporate educator and a non-executive director of two international investment companies – one of which is listed on the London Stock Exchange, chairing the Audit Committee and Investment Committee.

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 Business and Contract Law (a Thorogood Special Report) and How to Lead Smart People – Leadership for Professionals (Profile Books), a facilitator for company programmes and an experienced speaker at international corporate conferences.

More details

NEW higher discounts for multiple bookings - bring your colleagues to make your training budget go further:

30% off the 2nd delegate*
40% off the 3rd delegate*
50% off the 4th delegate*

Please contact us for pricing if you are interested in booking 5 or more delegates

23-27 September 2024

Live online

09:30-17:00 UK (London) (UTC+01)
10:30-18:00 Paris (UTC+02)
04:30-12:00 New York (UTC-04)
Course code 13874

GBP 1,999 2,499
EUR 2,889 3,589
USD 3,309 4,089

Until 19 Aug

5 days live online training
Browser-based, no download usually required
See presenters and interact with fellow attendees
Download documentation and certification of completion
Fair transfer and cancellation policy

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* Early booking discounts may not be combined with other discounts or offers. As such, the discounts for 2nd/3rd/4th delegates are based on the full price; and apply only when booking multiple delegates on the same date.