Time

Agenda

Why You Should Attend

8.30am –

9.00am

Registration

9.00am  – 09.30am

Welcome and introductions

9.30am – 10.30am

What are the contract terms? Managing the risks of letters of intent, MOUs and correspondence. Understanding the application or exclusion of (eg) the CISG.

Focus on recent case law where informal documents, emails and oral statements have created binding contracts. Contract management depends on accurately identifying the applicable terms

10.30am – 11.15am

Managing the risks of variation, waiver and estoppel

Case study based on MWB v Rock Advertising (2016), US, Malaysian, Indian and Singapore law to show how contracts can be varied or rights lost by conduct or informal correspondence even if the contract includes a "no variation" clause

11.15am – 11.30am

BREAK

11.30am – 12.00pm

Have you lost your contractual rights?

Practical exercises on contractual deadlines and notice requirements. Focus on the form of notice, service requirements and time limits.  Key message is that valuable rights can be lost through minor defects.

12.00pm – 12.30pm

Do your exclusion clauses and liability caps work?

Focus on recent case law where exclusion clauses, mutual indemnity provisions or liability caps have been challenged or failed. What are the points to look out for?  Why is it important to understand the difference between warranties and representations?

12.30pm – 1.30pm

LUNCH

1.30pm – 2.00pm

What is the difference between "reasonable endeavours" and "best endeavours"?  What is a "material" breach?

Focus on recent case law to highlight the need for careful analysis/referral to legal team when working with endeavours or material breach clauses. Key message is that these terms have no fixed meaning, but depend on the particular contract

2.00pm – 3.00pm

Securing  the most effective contractual remedy

Practical exercise based on breach of warranty/misrepresentation.  How do you obtain the most effective remedy?  How do you avoid losing valuable remedies?  How do remedies differ in key jurisdictions?  This session includes discussion of differing approaches in key common law and code-based jurisdictions.

3.00pm – 3.15pm

BREAK

3.15pm – 3.45pm

Managing your supplier's performance

Practical steps to avoid shortfalls in supplier performance. Using performance management "toolkit"

3.45pm – 4.45pm

Termination: how can you be in the right, but end up in the wrong?

Focus on recent case law highlighting the risk of a notice to terminate triggering an expensive counterclaim for wrongful termination.  How can you manage risk where your right to terminate is not 100% clear?

4.45pm – 5.00pm

Q&A, summary and close