Workshop : drafting Common Law contracts in English

Un format pédagogique innovant en 3 temps

NB: The seminar will have a practical purpose with participants required to draft each of the discussed contract provisions

Drafting negotiation documents.

Description of the parties.

Definitions and recitals.

Objects, duration clause, termination clauses.

Representations & warranties.

Rights of third parties.

Exoneration of responsibility/liquidated damages and notion of penalties.

Release waiver of responsibility/indemnity hold harmless/knock for knock clauses.

Force majeure and hardship.

Non-disclosure clause/agreement.

Dangers when working with sub-contracts.

The role of «legalese».

Should we draft with «shall» when creating obligations?

Good faith, reasonable, best «endeavours»: are they worth drafting?

Conditions subsequent/precedent and creating exceptions to previously established duties.

Applicable jurisdiction – arbitration, mediation, conciliation, national jurisdictions debate.

Blue pencil clauses and the matter of severability.

Non-assignment clauses.

Legal fees clause.

Time is of the essence clauses.

Non-waiver clauses.

Non-compete clauses.

Anticipating the «battle of the forms».