Contract Drafting - the key clauses

This course will provide guidance on key clauses (and related issues) typically found in international commercial contracts in English.

Boka kurs


Centrala Stockholm


11 900 kr exkl. moms

Relaterade kurser


This will be a hands-on course with frequent drafting tasks for participants to undertake. The course will also highlight differences between contract law in Sweden and in common law countries as well as provide guidance on drafting in plain English.

The course will, inter alia, deal with the following items:

  • Legal English key terminology
  • Structuring a contract
  • Payment clauses
  • The difference between warranties, guarantees, indemnities, representations, covenants.
  • Sales targets clauses
  • Limitations/exclusions of liability
  • Direct and indirect damages
  • Default and remedies
  • Boiler plate provisions



- Lawyers in practice or in-house counsel who deal regularly with
   agreements written in or translated into English 
- Lawyers from firms or companies currently involved in little international work, but who are predicting or planning an expansion of this area 
- Procurement managers/officers who deal regularly with international procurement agreements 
- Government lawyers who work on cross border agreements 
- Senior company executives wishing to enhance their understanding of and ability to write legal documentation in English 
- Secretaries attached to in-house departments or government offices 
- Secretaries to senior company executives who handle a range of communications, including contracts written in English

Klicka här för program

08.30-09.00 Registration and breakfast

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.

(12.30-13.30 Lunch) 

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.

Please observe that this course will be invocied electronically through e-mail. The invoice will be sent to the email-adress provided in the form below.

The invoice will be sent 45 days prior to course start date.  


Sandra Malmborg

Boka kursen