The Five Key Contract Concepts: The Foundation of Drafting
Why Attend?
An essential skill all transactional lawyers must have is the ability to find the contract concepts that best reflect the business deal and use those concepts as the basis of drafting the contract provisions. It is the foundation of a deal lawyer’s professional expertise and ability to problem solve. A lawyer drafting a business contract has multiple responsibilities, but two of the most important are to protect a client against risks and to secure those advantages that are reasonable and appropriate. This video webcast teaches not only the legal aspects of the essential contract concepts, but also their business purpose.
What You Will Learn
Learn when to use and how to draft the following contract concepts: representations and warranties, covenants, conditions, discretionary authority, and declarations. Hypotheticals are used to demonstrate the concepts taught.
Representations and Warranties
How they serve as a risk allocation mechanism
When they should be worded broadly or narrowly
Common qualifications
Remedies
When to use the passive voice
Covenants
How they establish standards of liability
Degrees of obligation
How rights function as the flipside of covenants
Shall v. will
Conditions
How they establish whether performance is required
When to draft tough v. lenient conditions
Ongoing conditions v. walk-away conditions
How to draft a condition
Discretionary Authority
How it creates choice and permission to act
How it establishes standards of behavior
May v. has the right to
Declarations
Their dual in drafting definitions and establishing policies
Why they should be drafted in the present tense
Who Should Attend
This webcast is especially designed for lawyers who are new to drafting and practitioners who want a grounding in the contract concepts.
Planning Chair
Tina L. Stark has lectured on law and business issues at programs across the United States and internationally. She is a Professor of Law at Boston University School of Law and the Director of the School's Transactional Program. Ms. Stark is a former corporate partner at Chadbourne & Parke LLP and is a former Professor in the Practice of Law at Emory University School of Law and the Executive Director of the school’s Center for Transactional Law and Practice. Ms. Stark received her A.B., with honors, from Brown University and her J.D. from New York University School of Law, where she was a contributing editor to the Journal of International Law & Politics. After law school, Ms. Stark clerked for Judge Jacob D. Fuchsberg of the New York State Court of Appeals and was an associate with Barrett Smith Schapiro Simon & Armstrong. Ms. Stark is the editor-in-chief and co-author of Negotiating and Drafting Contract Boilerplate, publisher, American Lawyer Media (2003). Her contract drafting textbook, Drafting Contracts: How and Why Lawyers Do What They Do, was published in June 2007, and her related treatise, A Handbook on Drafting Contracts, will be published in 2012.
Program Schedule
All Times Eastern Time
2:00 p.m. Program Begins
3:45 p.m. Adjournment
Total 60-minute hours of instruction: 1.5; Total 50-minute hours: 1.8.
Level of Instruction: Intermediate
Times
Eastern 2:00 pm – 3:45 pm
Central 1:00 pm – 2:45 pm
Mountain 12:00 pm – 1:45 pm
Pacific 11:00 am – 12:45 pm
Alaska 10:00 am – 11:45 am
Hawaii 9:00 am – 10:45 am
