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Contract Law for Business

Ref CM 520
Dates 25 - 29 October 2009
Venue Dubai
Fees US$ 3850
CPE Credits 30

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INTRODUCTION

In every commercial contract the parties have their rights and obligations. For each party there are both risks and benefits which need to be understood and balanced. To do so requires a sound knowledge of contract law, the language & precise wording of the contract and the commercial implementation of it as well as understanding how to minimise the risk of disputes whilst knowing how to resolve them if they arise. In the international contracting arena, there are the additional risks and pitfalls of contracting in other legal systems. This programme encourages you to ask yourself - “Do you have the necessary knowledge of the implementation of contract law to understand the contracts you are involved with and are you able to recognise and deal with the issues before they arise?”

This programme is a comprehensive guide to contract law for business.

By carefully guiding you through every element of contract law you need, this programme will ensure that you are able to minimise the risks contractually and maximise the benefits available. You will learn the importance of risk analysis, the legal consequences of both your words and actions and gain a thorough understanding of the laws and conventions that regulate the formation, effectiveness, implementation and enforcement of commercial contracts. Also, attention will be made to new alternative dispute resolution methods that can be set up to reduce the potential for enforcement through litigation.

WHO SHOULD ATTEND?

  • Professionals who have a current or planned interface with contractors or customers where there is a need to negotiate the appropriate contract and implement it to ensure a cost effective and efficient project
  • The programme will suit individuals, from all industries, who are keen to learn the best techniques and avoid costly contractual errors and omissions

PROGRAMME OBJECTIVES

  • Understand principles & practices of contract law in an international arena
  • Understand & manage contractual rights & obligations; risks and rewards
  • Reduce the risk of mis-understanding and the chances of contract pitfalls
  • Understand and manage key contract clauses
  • Improve your understanding of contract wording in the English language
  • Identify where things can go wrong, and learn how to avoid problems, or mitigate their effects through well drafted contracts and good management
  • Understand contractual implications in the tender phase
  • Improve awareness of the impact of their own actions
  • Negotiate from a position of strength drawn from superior knowledge
  • Deal with performance failures and shortfalls
  • Understand how to avoid disputes but be prepared to deal with them if they arise

PROGRAMME OUTLINE

DAY 1 - Formation, effective, structure and types of contracts

  • Why we need contracts
    • The reasons for using contracts
    • The use of written or verbal contracts
  • Basic principles in contract formation and contract effectiveness
    • Examples of formalities for contract formation
    • Formation by conduct (contractual risk)
  • Invitation to Tender and contractual impact of Tender responses
  • Form of Agreement
    • Incorporating other contract documents
    • Authority to sign a contract
  • Basic contractual structures
    • A model kit to build a contract
    • Different business models use different types of contract
    • Incorporating other contract documents
  • Proper law of the contract
    • Litigation & enforcement issue

DAY 2 - Pre-contractual documents and documents of contract effectiveness

  • Letters of Intent and Award, Instructions to Proceed
  • Bonds
    • Tender bond, advance payment, performance bond, warranty bond, withholding bond
  • Parent Company Guarantees
  • Letters of Comfort and Awareness
  • Use of commercial standard documents
  • Use of General and Special Conditions

DAY 3 - Main contract clauses and issues

  • Rights & obligations under the contract
  • Links between risk and reward for the contractor
    • Best endeavours (contractual risk)
  • Transfer of title and risk - use of INCOTERMS
  • The need for Insurance and indemnities
  • Delays and suspensions
    • Time of the essence
  • Delivery and acceptance
    • Fit for purpose (contractual risk)
  • Remedies for failure to perform
    • Liquidated damages - buyers control or seller’s limitation clause? (contractual risk)
    • Consequential losses
    • Limits of liability
  • Frustration of a contract
    • Force majeure
  • Rights to terminate
  • Warranty and guarantee periods - latent design defect
  • Notices
    • Correct service
  • Entire Agreement & Waiver

DAY 4 - Negotiation techniques

  • Pre-contract & post contract “qualification phrases”
    • “Subject to Contract”
    • “Without Prejudice”
    • and other ways to negotiate without commitment
  • Phases & Styles
  • Roles in negotiations
  • Authority to negotiate
  • Agendas to set priorities
  • Timekeeping
  • Minutes and records - contractual impact
  • Correspondence - contractual impact
  • Knowing how to recognize a “win”
  • When to walk away - the BATNA and how to understand the consequences

DAY 5 - Modern Alternative Dispute Resolution (ADR)

  • Causes of contractual dispute and business impact
  • Should we litigate or arbitrate?
  • Other options - mediation, adjudication, expert determination
  • Litigation processes
    • need for evidence
    • acceptable evidence
  • Enforcement of court judgements and awards
  • Arbitration – private dispute resolution
    • Jurisdiction, language and location
  • Court support of arbitration
    • Enforcement of arbitration awards
  • Reasons for looking at alternative methods of dispute resolution (ADR)

 


 

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