08.30-09.00 Registration and breakfast
09.00-12.30 Start of course: Topics/clauses covered in the morning will include:
- Drafting a clause in legal English key terminology
- Structuring a contract.
- Parties. Ensuring that the parties are clearly defined. The position of third parties.
- LOI´s / MOU´s. No contract, no problem? Avoiding the pitfalls.
- Consideration and payment clauses. Earn-outs in Company Sales and Acquisitions. ROT and English clauses.
- Warranties, guarantees, indemnities, representations, covenants. What is the difference between them?
- Repeating reps and warranties.
13.30-15.00 Course continues: Topics/clauses covered in the afternoon will include:
- Measuring performance. "Best and reasonable effort/ endeavour". Sales targets clauses.
- Limitations/ exclusions of liability and "caps". Minimizing risk. "Inclusion" clauses.
- Direct and indirect damages: the implications of recent case law
- Default and remedies. Terminating for breach (material, substantial or serious?)
- Liquidated damages clauses v penalties.
- Restrictive covenants. Drafting non-compete and non-solicitation clauses and other restrictive covenants
- Boiler plate provisions e.g. force majeure clauses, whole agreement clauses, severance clauses, notices clauses.
- Dispute resolution. Avoiding the pitfalls (e.g. Italian torpedoes)
15.00-16.50 Key Clauses - specific contracts
16.50-17.00 Course round-up and end of course
The course fee includes course materials, meals and refreshments in accordance with the programme agenda.
The course fulfils the Swedish Bar Association (Advokatsamfundet) demands on professional training of lawyers and comprises 7 qualifying course hours. Certificates sent to participants after the training.