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5-day International Commercial Contracts School Training Course

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.

13-17 Mar 2023

& 25-29 Sep 2023

Book or reserve now


Course overview

The 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, the week shall enable participants to effectively draft and negotiate contracts with knowledge and confidence.

Who should attend?

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

A unique programme of three modules

Attend the full week or PICK AND CHOOSE which modules you would like to attend. To find out more and get individual module prices call Customer Services on +44 (0)20 7729 6677 or email info@falconbury.co.uk


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

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

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


Arun Singh OBE (More...)

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.

Book now

Book or reserve now

NEW higher discounts for booking multiple places - 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

Choose your date below - or reserve your place with no obligation for 7 days at ipi.academy: Reserve now
13-17 Mar 2023
Face-to-face, (venue not yet confirmed)
UK (London)
13-17 Mar 2023
(venue not yet confirmed)
UK (London)
GBP 2,999 2,499
EUR 4,299 3,599
USD 4,899 4,119
Until 6 Feb 23*
Enrol now
to attend Face-to-face
(venue not yet confirmed)
  • 5 days classroom-based training
  • Meet presenters and fellow attendees in person
  • Lunch and refreshments provided
  • Download documentation and certification of completion
  • Fair transfer and cancellation policy
25-29 Sep 2023
Live webinar
UK (London)
25-29 Sep 2023
Live webinar
UK (London)
GBP 2,499 1,999
EUR 3,589 2,889
USD 4,089 3,309
Until 21 Aug 23*
Enrol now
to attend Live webinar

Learn more about our face-to-face and webinar training formats.

* Note the early booking discount cannot be combined with any other offers or promotional code. As such, discounts for the 2nd/3rd/4th attendees are based on the full price of the course. Please contact us for pricing if you wish to send more than 4 delegates.

Continuing professional development

This course qualifies for 30 hours for your CPD records.
More about CPD

Customised in-house training

We can customise this course to meet the requirements of your organisation and deliver it at your location and/or online.

Contact us

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Previous customers include...

  • ADL Legal Group
  • Al Khaleej Sugar LLC
  • Azercell Telecom LLC
  • Bank of Mozambique
  • CCED
  • Dr. Victoria Howe
  • Emirates National Oil Company (ENOC) LLC
  • Galaxy Backbone Plc
  • Helios Towers Nigeria Limited
  • Helsinn Healthcare SA
  • Jackson, Etti & Edu
  • Kuwait Petroleum Corp
  • MOPA
  • MTNIrancell
  • NCB Capital
  • Nigeria National Petroleum Corporation
  • Oman Shipping Company
  • QFC Regulatory Authority
  • Sahara Group Limited
  • Saudi Arabian Airlines
  • Sidra Medical and Research Center
  • Single Buoy Moorings Bureau D'Etudes SAM
  • SRK Consulting (UK) Ltd
  • Starcomms Plc
  • Sui Southern Gas Company Ltd
  • Tawazun
  • TECOM Investments FZ-LLC
  • The Wave Muscat
  • Wärtsilä Gulf FZE
  • WTS ADEBIYI & Associates

Overall, it was a great webinar. The topics covered during the webinar were presented effectively and were very relevant to me. The duration of the webinar was sufficient for the material covered. As a result of this webinar, I gained new knowledge applicable to my work. It was a great presentation made by Mr. Singh. He is also knowledgeable in the topics covered during the five-day course and very accommodating in answering questions.

Kimberly Gamez, Oct 21

The course was very well conceived and will help me with my daily activities as legal adviser in contract drafting and other related issues.

Nadia Barros, Lawyer, Bank of Mozambique, Oct 21

The contents were interesting, the presentations were equally good and the trainer has mastery over the subjects given.

Leonilde Balate, Legal Advisor, Banco de Moçambique, Oct 21

It was all perfect.

Reem Sultan Salim Al Habsi, Legal Associate, Oman Post, Sep 19

I was hoping to enhance my skills when it comes to drafting legal contracts and to have in-depth knowledge on the key clauses in a contract. I believe that this was accomplished through attending the course. The content was very valuable. Presentation was simple and to the point. Speaker was knowledgeable and made the very complicated topics fun and exciting.

Ibrahim Ahmed Al Balushi, Legal, Oman Post, Sep 19

I am now better equipped to understand the confidentiality clauses, to better approach arbitration clauses and negotiation skills (body language and how to reach an agreement in regards to price, for instance). The speaker has a lot of experience to share and I particularly liked the practical workshops.

Orquídea Massarongo-Jona, Head of Legal, Companhia Moçambicana de Gasoduto, SA , Sep 19

The content and presentation were clear and the speaker was helpful and respectful.

Haitham Al Tamimi, Senior Commercial Officer, SOHAR Port and Freezone, Sep 19

The speaker was excellent both in his presentations and mode of teaching. The course content was good and I particularly the group work.

Angela Ugo Michael-Ogie, Legal Officer, Stanbic IBTC Holdings PLC, Sep 19

He [the speaker] made the learning atmosphere very interesting with workshops and practical examples and role plays. A very detailed and extensive course with a very useful content. I learned a great deal about drafting contracts under English law and the essentials of negotiations.. Arun was an excellent speaker and the environment was exceptional.

Mette Bredvig Sandberg, Legal Counsel, Monjasa A/S, Sep 18

The content was good, the presentation was perfect and the speaker was exceptional.

Raphael Anthony Agbasi, Legal Advisory, Stanbic IBTC Bank PLC, Sep 18

Extremely relevant subject for me as a sales manager of large international projects. Arun is very knowledgeable and a strong presenter.

Sune Christensen, Sales Manager, FLSmidth AS, Sep 17

I really enjoyed the course and I got a lot out of it. Speaker had a real knowledge about english law

Haitham Al-Omairi, Senior Commercial Officer, Sohar Port and Freezone, Sep 17

It was worth it. A lot of things to think about and what to change and how to apply it to my practise.

Jevgenijs Golinejs, Head of Lawyers Group, SOL Business Services SIA, Sep 17

Very warm atmosphere, intensive course and a lot of information

Evheniia Harkusha, Legal Advisor, Zeo Alliance Venture Corp, Sep 17

Very informative

Sara Al Bahrani, Commercial Manager, Sohar Port and Freezone, Sep 17