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Drafting and Negotiating of Commercial Contracts

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Overview

The preparation, drafting and negotiation of agreements is the way which businesses achieve
the desired objective. Successful contract management and negotiations of terms and
conditions which satisfy business outcomes and ensures a robust, well managed contract
design process.
The course will assist legal counsel and contract managers to read, review, perform risk
management of contracts that they may not have designed or negotiated, to determine the
specific terms that are applicable and their negotiating position.
The course will also illustrate how to make contracts relevant to the active management of the
relationship between the principal-contractor. This is applicable when needing to vary things
such as price and deliverables, or proposing change when exercising options of extension.
Explore how to negotiate confidently and learn how to address your opponent or adversary
confidently and also learn and practice tactics and tricks that are designed to calm you when
negotiating terms, conditions, extensions and performance outcomes.
The instructor will provide real life examples and experiences and you will have a chance to
experience role play simulation negotiation using technology.

Learning Outcomes

By the end of the training, you will be able to:

Improve legal drafting and contract negotiation skills
Learn how to avoid common drafting mistakes
Develop an excellent communication style

 Understand the structure and terms that are common to contracts in English
Advance negotiation skills in English
Experience negotiation through simulation and real life case study

Who Must Attend

CEO / COO
General Manager
Legal Counsel / Legal Officer
Privacy Officer or Manager
Compliance Manager / Compliance Officer
Auditor
Information Technology personnel

Course Details

Module 1 : Basic Legal Agreements / terms

Memorandum of understanding

Letter of intent or deal sheet

Term sheet
Authority to proceed
Scope of work
Non Disclosure Agreement/Confidentiality agreement
Subject to contract
Drafting pre-contractual documentation

Module 2 : Examination of structure of legal agreements

Interpretation
General terms
Commercial terms
Best or reasonable endeavours
Joint and several
Time is of the Essence
Warranties, Guarantees, representations and undertakings
Indemnities and limitation of liability clauses
Waiver of consequential damages
Subject to contract
Boilerplate
Taxation liabilities
Industry specific terms
Intellectual property and third party rights
Governing law
Schedules

Module 3 - Operative provisions and performance obligations

Title, Risk and Payment provision
Contract variations: transfer of rights, amendment and the scope of work

 Termination, suspension and remedies for default

Liquidated damages clause
Limitation and exclusion of liability, force majeure and waiver
Law of the contract and dispute resolution
Module 4 - The Art of Negotiating
Negotiating skills, styles and tactics

Foundation of good negotiation

Attributes of a good negotiator

Key skills in a negotiation
Identify your style
Versatility of style
Tactical mannerisms
Tactical devices
Preparing to negotiate

Team selection and role allocation

Use of facilitator
Fact finding and key issue identification
Playing devils advocate
Entry and exit positions

Models of Negotiation

Positional
Distributive
Integrative
Principled

Negotiation process

Opening

Bargaining
Closing in agreement
By email
Settlement and evidencing compromise
Troubleshooting

Inequality of bargaining power

Dealing with hostile parties

Recognising the tricks people play
How to kick-start a stalled negotiation
Dealing with walkouts

Module 5 - Role Play Simulation Negotiation

Role play simulation negotiation

Methodology

Course Leader

Testimonies

Investment

Normal fee
Sign up 1 pax
Pay before course starts
MYR 2,780.00
USD 650.00
Early Bird
Sign up 1 pax
Pay 14 days before course starts
MYR 2,180.00
USD 500.00
Group Fee
Sign up 3 pax or more
Pay 14 days before course starts
MYR 2,080.00
USD 480.00

(Fee inclusive of GST, Buffet Lunch, Refreshment, Welcome Pack, Training Materials Certificate of Achievement)

Certificate
Upon successful completion of this program, you will receive a Certificate of Achievement.
Certificates are distributed on the final day of the program.

Payment mode:
1. ONLINE PAYMENT by Credit card: You can opt to register and pay online with our latest
payment integration system through our website.
2. BANK IN CHEQUE
Bank in and then scan the Bank-in slip and email to us before the course commence to confirm
your seat.

Courier your cheque payment to our Finance HQ.

*Note that we DO NOT take any payments during the event.
3. BANK IN CASH:You can also pay by cash through bank-in our company bank account.
4. Telegraphic Transfer- You can also opt to use GIRO or telegraphic transfer of payment via
international banks.