An Intensive 5-day Training Course
Contract Drafting for Non-Lawyers
Adding Value to the Development of Commercial Agreements
Course Introduction
Well-written contracts help companies to achieve successful project outcomes: better performing contractors, satisfied customers, reduced risks, and smaller liabilities, which means increased commercial value being generated from your corporate agreements.
Badly written contracts, on the other hand, will cause you problems. Contractors may exploit weaknesses or ambiguities to avoid their obligations. Customers may be more demanding and delay their payments. Risks that you had hoped to transfer or avoid become unwelcome issues for which you must take responsibility. Costly changes may be required to correct errors and omissions. Liabilities may increase and commercial value may be damaged.
This 5-day Contract Drafting for Non-Lawyers training course has been created for staff without a legal background to assist them in their contract preparation work. It will highlight why effective contract drafting is important and teach participants how to draft a well-written, clear, and effective legal agreement.
The Oxford Management Centre training course will include:
- How to use appropriate language in a contract?
- What to look for to identify typical risks in contract clauses, and how to avoid them?
- When to consider using standard templates and model form contracts?
- How to draft clearly, concisely and without ambiguity?
- How to structure the contract to create a logical flow?
- Using checklists to identify gaps in the contract document
- How to work with the draft contracts supplied by the party on the other side of the transaction?
Objectives
By the end of this Contract Drafting for Non-Lawyers training course delegates will be able to:
- Structure a standard commercial contract
- Identify the key terms and conditions that they should include in a contract
- Use model contracts and templates as a basis for their work
- Draft appropriate terms and conditions for a range of commercial activities
- Identify unacceptably risky terms and conditions in the proposed contracts of partners, contractors, vendors or other parties
- Propose alternative draft wording to protect the commercial interests of their companies
Training Methodology
The instructor will deploy a full range of lively and interactive training methods, including exercises, drafting sessions, role plays, case studies, and group discussions.
Each topic will be underpinned by a presentation that highlights key issues to focus on. The learning experience will be supported by a reference manual containing contract templates, checklists, and examples of drafting best practice. Participants will draft several contract clauses and receive personal feedback on their efforts. We will review and analyse model contracts and other legal documents. Alternative approaches will be considered. Real examples will be discussed.
Organisational Impact
By enrolling your staff on this Contract Drafting for Non-Lawyers training course, your Company will enrich your commercial staff to better understand how to develop commercial contracts from the ground up. The Oxford Management Centre training assumes no prior contract drafting skills and will help in the:
- Communication of contractual ideas between different departments
- Understanding of why well-drafted contracts are essentials
- Better drafting of contracts
- Improvement of the management of risks associated with contracted-out activities
- Application of important business skills, such as the skill of contract preparation
- Negotiation of alternative wording to a supplier’s set of terms and conditions
Personal Impact
This highly interesting Contract Drafting for Non-Lawyers training course provides useful applied guidance on how to prepare and draft effective commercial contracts and other legal documentation to meet the needs of the company. The focus will be on helping participants learn to draft better commercial agreements.
Participants attending this Contract Drafting for Non-Lawyers training course will come away from the training:
- Enlightened about how commercial contracts work
- Stimulated by an engaging learning experience that tests their knowledge and abilities
- Informed about how to prepare and develop commercial agreements
- Enriched by their ability to deploy new contract drafting skills
- Progressed in their career choices in contract development
- Enthused to put their newly developed capabilities into practice on the job
Who Should Attend?
This Contract Drafting for Non-Lawyers training course is suitable to a wide range of professionals, but will greatly benefit:
- Staff with a commercial role but without a legal background to:
- Prepare and draft contract clauses and other commercial documents
- Analyse and improve terms and conditions in supplier contracts, joint venture agreements, and other legal documents necessary for the company’s business activities
- Commercial Contracts managers and officers who assist the procurement teams in purchasing activities
- Members of the procurement team who manage supplier contracts and who are required to apply the terms of commercial agreements
- Any other staff member who assists or is involved in preparing legal documentation
Course Outline
Day 1
Getting the Essentials in Order - before you start to draft
- Introduction, objectives, and scope of this programme
- Why contract drafting skills are important?
- What is the “deal” behind the Contract?
- How to reflect the “deal” in the contract?
- What is the relationship that the contract is seeking to create?
- Who does what, when and how?
- When does payment occur?
- What happens if things go wrong?
- What form will our contract take?
- Considering risk in our contracts
Day 2
Principles of Contract Drafting
- Choosing an appropriate contract structure
- Using preliminary commercial agreements to make progress with the contract
- NDAs / Letters of intent / Heads of terms / Memorandum of Understanding
- Model contracts and templates to consider
- Include the essential legal elements to make the agreement legally binding
- Setting the right tone for the contract
- Using appropriate contract language
- Using Artificial Intelligence to create or improve your contract drafts?
Day 3
Preparing the Draft – techniques to use
- Drafting Techniques
- Adopt the Principle of Clarity – who is the audience?
- Ordering the material, to tell the story
- Avoid unnecessary repetition
- Avoid Risky Legal phrases
- KISS – Keep it Short and Simple
- Gender Neutral Drafting
- Include the principal clauses that impose obligations or create rights
- The Scope of Work
- Payment and other financial terms
- Timing clauses
- Performance measurement clauses
- Consider the contents of the front and back of the contract
Day 4
Using Contract Clauses to Provide Protection
- Spotting hidden risks in contract clauses
- Clauses that manage, mitigate or transfer your risk
- Default and Liability clauses
- Exclusion and limitation of liability
- Indemnity and insurance clauses
- Bonds and Guarantees
- Liquidated damages clauses and penalties
- Warranties and representations
- Retention of title
- Force Majeure
Day 5
How the Moving Parts of a Contract Should Work Together
- Contractual Machinery Clauses
- Definitions clause
- Contract variation mechanisms
- Notices and communication clause
- Dispute resolution process
- Termination clauses
- Boilerplate Clauses
- Entire Agreement
- Hierarchy of terms
- Confidentiality
- Inspection
- Governing law clause
- Assignment and sub-contracting
Certificate
Oxford Management Centre Certificate will be provided to delegates who successfully completed the training course.
Accreditation
