Advanced Contract Law for Non Lawyers

Event Details

Managing issues on formation 

  • Analysing the interpretation problems with formation documents, e.g. Letters of intent, MOUs, Letters of Comfort and Heads of Agreements
  • Preliminary agreements and certainty of terms in contracts
  • The problem of ‘good faith’ in contracts and what this means for contracting parties
  • The formation of process contracts and the associated risks 
  • Management of electronic communications, electronic signatures and practical steps to manage contracting in an electronic form

Drafting a watertight and concise contract

  • The approach taken by judges in interpreting documentation
  • Developing an appropriate structure for contracts and plain language vocabulary
  • The incorporation of KPIs in contract drafting
  • Case study analysis of poor drafting and how it can be improved to achieve a stronger and clearer outcome 
  • Review contracts and examine good and bad examples of contracts against the commercial objectives which the contract aims to support
  • Development of an overall design framework for contract drafting
  • How to avoid exposure by using ‘standard form’ contracts

Risk management within the contract 

  • How to design risk management processes for organisational contracting
  • What is boilerplate and how should this be managed in contracts?
  • Assessing exposure from the contract
  • Identification of appropriate clauses which can be used to manage risk, e.g. exclusion clauses, limitation of liability clauses, insurance, indemnities, ‘best endeavours’ clauses, entire agreement clauses, waivers
  • The impact of the Contract & Commercial Law Act 2017
  • The judicial rules which govern the interpretation of the above clauses in contracts
  • Drafting tips to avoid the pitfalls of risk management clauses
  • The legal rules applicable to jurisdiction clauses and how to ensure jurisdiction risk is controlled
  • The management of risk associated with variations in contracts
  • Examining insurance arrangements and indemnities

Termination of contracts 

  • The legal rules which govern termination in contracts
  • Designing termination provisions in contracts to ensure they avoid any adverse judicial interpretation
  • Statutory rights of cancellation and the Contract and Commercial Law Act 2017
  • Identification of the practical response to termination rights in a contract
  • Minimisation of the risk which arises on a right of termination being exercised
  • Identification of conduct which amounts to wrongful termination and its impact on contracts
  • The rules relating to repudiation in contract management


Damages examined 

  • The legal principles which apply to contractual remedies
  • Matters which affect the recovery of damages and recent cases where the courts have assessed damages
  • The rules relating to liquidated damages in contracts
  • The commercial and legal problems associated with liquidated damages clauses
  • Drafting effective liquidated damages clauses
  • Statutory remedies in a contractual context, the Contract and Commercial Law Act 2017, Fair Trading Act 1986


Dispute resolution 

  • The modern approach to dispute resolution
  • The pitfalls and traps of dispute resolution
  • Drafting a dispute resolution process for contracting
  • How to ensure the collection and maintenance of appropriate documentation within the contract process
  • The legal view of clauses which provide for dispute resolution


Case study

This case study will provide an excellent opportunity for participants to apply the legal principles which will assist in the development of organisational systems to promote better use of contracts.