About Workshop
The Commercial sector of Bangladesh is a rapidly growing sector. Companies, partnerships, proprietorships and other organizations along with individual businessmen, for the purpose of business, have to enter into contracts with each other, both nationally and internationally, on a routine basis. Drafting and execution of clear and unambiguous written contracts is essential to achieve one’s commercial objectives, to avoid misunderstandings and disputes.
This one-day seminar will help you to improve clarity and precision in drafting commercial contracts and also help you to draft contracts in line with your commercial and legal objectives.
How Participants will benefit after the course:
Having attended this event, participants will be better able to:
• Ensure that the commercial objectives are always understood before drafting the contract
• Develop contract structure and planning skills
• Protect the organization’s interests, minimizing risk and maximizing opportunity
• Minimize the risks of disputes arising as a result of ambiguous drafting
• Learn how to draft contracts to avoid hidden risks and liabilities
Workshop topics to be covered:
1. Introducing Drafting Commercial Contracts
2. Getting started: preliminary considerations and some important decisions to be made about the terms of contract-
• Time: is it to be or not to be of the essence? The consequences of time being the essence.
• Consideration
• Confirm commercial terms
• Positive obligations: firm undertakings or activities?
• Controlling assignment
• Termination provisions: the choices to be made
3. Structuring the contract
• The Title;
• Date of execution;
• Description of the parties and its importance;
• Use of recitals to define the parties’ objectives;
• Definition sections to avoid ambiguity;
• Ensuring any Heads of Terms reflect the understanding of the parties and that relevant contents are incorporated into the substantive clauses there under;
• The terms of the contract – clearly defining the service, goods or other object of the contract;
• Ensuring time limits for performance are defined;
• Defining the place of performance;
• Time limits for payment;
• Exclusions and limits of liability;
• Need for and usage of bank guarantee/parent company guarantee / performance bond (if required)
• Representations and Warranties clause
• Indemnity clause
• Events of Default (EoD) clause
• Boilerplate clauses - Applicable Law, Dispute resolution (Litigation/Arbitration) Clause, Entire Agreement Clause, Force Majeure Clause, Amendments, Confidentiality clause, Assignments, Use of severance provisions;
• Usage of appendices (if required);
• Termination Clause;
• Method of Execution: The signature
4. Usage of appropriate Stamp Paper and its importance
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