Addressing Contractual Claims and Disputes

Introduction:

Understanding contract law is crucial for effectively handling tasks such as purchasing, contract management, sub-contracting, project management, general management, and sales. While these principles may often remain implicit in business operations, they are central to the success of various processes. Decision-makers frequently encounter challenges in interpreting contract language and may hesitate to draft or review critical documents. Evaluating proposed amendments from other parties can also be complex, particularly in determining whether such changes benefit or disadvantage the company.

Objectives:

At the end of this Addressing Contractual Claims and Disputes course, participants will be able to:

• Competently describe the structures of contracts and explain the rationale behind certain drafting techniques.
• Deepen their understanding of the concepts underlying contracts.
• Identify crucial provisions in various types of contracts.
• Justify the business functions of specific contractual provisions.
• Understand similarities and differences in provisions according to international norms.
• Prepare plain 'standard' clauses for inclusion in contracts.
• Assess potential amendments, decide when to accept or reject them, and articulate the reasons for these decisions.
• Modify documents to meet specific needs, including special conditions, and explain these modifications.
• Negotiate amendments to contracts effectively.
• Utilize contract provisions to minimize disputes.
• Recognize dispute triggers and implement measures to address them, including remedies available in international business such as mediation.

Training Methodology:

• Case Studies
• Interactive Workshops
• Contextual Exercises
• Group Discussions
• Adhesive Exercises
• Subject Matter Experts
• Problem-Based Learning
• Project-Based Learning

Course Outline:

Unit 1: How and Why Contracts Are Drafted

• Why do we have contracts?
• Initial agreements
• Fundamental ingredients of a contract
• Oral vs. written contracts
• Terms and conditions
• Agency function
• Contract structure
• References to other documents
• Typical templates
• Engagement modes
• Negotiation patterns

Unit 2: Main Contract Clauses

• Obligation to deliver/perform
• Rework/re-performance
• Risk management
• Title and ownership
• Compliance with law/change of law
• Temporary support
• Insurance requirements
• Third-party involvement
• Tort vs. contract interaction
• Variations and changes
• Product liability and defective goods
• Document hierarchy and special conditions
• Patents and know-how
• Tax obligations
• Suspension and termination
• Acknowledgements
• Monetary consideration
• Fixed damages/penalties
• Liability stipulations
• Guarantee/warranty/maintenance
• Conflict of laws and choice of law clauses

Unit 3: Other Documents and Negotiations

• Letters of award or intent
• Bank and insurance guarantees/bonds
• Letters of awareness or comfort
• Cross warranties
• Alliances/partners agreements
• "Side letters"
• Financing arrangements
• Contract qualifications and amendments

Unit 4: Negotiations and Settlement of Disputes

• Contract negotiation techniques
• Dispute resolution provisions
• Challenging undisputed parameters
• Compromise and settlement strategies
• Litigation
• Arbitration

Unit 5: Claims

• Character of claims
• Typology of claims
• Claim progression

Unit 6: Damages Quantification

• Types of damages
• Liquidated damages
• Actual losses/damages
• Other factors affecting damages