Workshop On Legal English: Drafting, Contracts And Advanced Negotiation Training Course

INTRODUCTION

For legal professionals and business leaders in the globalized business environment, proficiency in legal English, drafting contracts, and advanced negotiation skills is essential. This intensive and interactive 10-days workshop is meticulously designed to enhance participants' skills in forming enforceable contracts, avoiding common drafting errors, and mastering advanced negotiation techniques in English. Led by an international specialist, the course employs the methodology of applied accelerated learning to ensure participants gain practical, actionable insights. The workshop covers key areas of English law as applied in international commercial contracts, providing a comprehensive understanding of the structure and terms common to these contracts.

Participants will engage in practical exercises to strengthen their drafting skills, learning how to navigate complex contractual terms such as indemnities, warranties, exclusion clauses, and force majeure clauses. Additionally, the course addresses the differences between Common Law and Civil Law jurisdictions, offering insights into the interpretation of exclusion clauses, breach, termination, and liquidated damages. Through this holistic approach, participants will be well-equipped to draft tighter provisions and ensure greater protection for their stakeholders. This course is ideal for Board members, senior management, and legal professionals who wish to deepen their understanding of compliance responsibilities and enhance their ability to manage risks effectively. By the end of the training, participants will have a clear understanding of compliance frameworks, law enforcement mechanisms, and the consequences of non-compliance, enabling them to steer their organizations towards greater transparency and operational integrity.

Course Objectives

By the end of the course, participants will be able to:

• Avoid common drafting pitfalls.
• Understand the structure and terms common to contracts in English.
• Develop advanced negotiation skills in English for both commercial matters and dispute resolution.
• Strengthen knowledge of complex contractual terms including indemnities, warranties, exclusion clauses, and force majeure clauses.
• Highlight key comparative differences between Common Law and Civil Law jurisdictions.
• Understand the distinction between direct, indirect, and consequential damages.
• Interpret exclusion clauses from a judicial perspective.
• Refresh knowledge on breach, termination, and liquidated damages to draft tighter provisions.
• Share experiences and insights with peers from different countries and sectors.

Duration

10 Days

Who Should Attend

This course is ideal for:

• Heads of Legal
• In-House Counsel
• Contracts Directors and Managers
• Commercial Directors and Managers
• Senior Business Development Executives
• Private Practice Lawyers
• Professional Advisors

Course Content

Contracts and Contract Drafting

• Introduction and Course Structure
• Formation of Contract: Components such as Offer, Acceptance, Consideration, Deeds, and Limitation Periods
• Preliminary Agreements: Memorandum of Understanding, Letter of Intent, Heads of Agreement, Term Sheet, Authority to Proceed, Scope of Work, Confidentiality Agreements
• Structure and Format of Agreements: Parties, Recitals, Interpretation, General Terms, Commercial Terms, Industry Specific Terms, Intellectual Property, Third Party Rights, Schedules, Execution
• Checklist and Procedures for Drafting
• Common Terms and Phrases: "Best or Reasonable Endeavours", Joint and Several, "Time is of the Essence", Warranties, Indemnities, Limitation of Liability Clauses, Termination Clauses, "Subject to Contract"
• Types of Damages: Direct, Indirect, and Consequential Losses

Warranties, Representations, Guarantees, and Indemnities

• Definitions and Identification
• Distinguishing and Negotiating Warranties, Representations, Guarantees, and Indemnities
• Entire Agreement Clauses

Exclusions and Limitations of Liability, Liquidated and Ascertained Damages, and Penalties

• Liability for Personal Injury or Death
• Liability for Late Delivery or Performance
• Limitation of Maximum Aggregate Damages
• Examples and Workshops on Limitation of Liability Clauses

Advanced Negotiation Essentials

• Framework for Negotiation: Simulation, Negotiation Objectives, Creating, Maximizing, and Claiming Value
• Negotiation Strategy: BATNA, Reservation Price, ZOPA
• Negotiation Behaviours: Listening, Asking Questions, Body Language, Communication Methods
• Preparation, Bargaining, and Haggling Techniques

Force Majeure, Frustration, and Economic Hardship

• Concepts and Clauses of Force Majeure and Economic Hardship
• Doctrine of Frustration and Changing Circumstances
• Drafting Workshop

Termination Clauses

• Reasonable Notice and Triggers for Termination
• Change of Control, Insolvency, Surviving Rights, Duty of Cooperation

Boilerplate Clauses

• Agency/Partnership, Assignment, Counterparts, Entire Agreement, Insolvency, Communication Notices, Set Off, Severance, Waiver

Exit Strategies, Choice of Law, Jurisdiction, and Dispute Resolution

• Legal Basis, Applicable Law, Arbitration Clauses, Alternative Dispute Resolution, Enforcement

General Notes

• This course is delivered by seasoned trainers with extensive experience as expert professionals in their respective fields, combining practical activities, theoretical instruction, group work, and case studies.
• Participants will receive comprehensive training manuals and additional reference materials.
• Upon successful completion, participants will be awarded a certificate.
• We offer tailor-made courses to meet specific organizational needs. For more information, contact us at training@skillsforafrica.org.
• The training will be conducted at the Skills for Africa Training Institute in Nairobi, Kenya.
• The training fee includes tuition, training materials, lunch, and the training venue. Accommodation and airport transfers can be arranged upon request.
• Payment should be made to our bank account before the start of the training. Please send proof of payment to training@skillsforafrica.org.