LEE YING YING
Ying Ying is a partner with Kelvin Chia Partnership and heads the Banking and Finance Division.
Ying Ying’s areas of practice include banking and finance, joint ventures and mergers and acquisitions, with a particular focus on cross-border transactional work.With more than10 years of legal experience,
Ying Ying possess an extensive exposure to corporate and commercial transactions, with excellent drafting skills and in-depth understanding of thelegal, regulatory and business environment in Singapore and other countries.
Ying Ying Graduated with Honours from the National University of Singapore and was Called to the Singapore Bar in 1998
GREGORY CROVO
Gregory Crovo is a partner with Kelvin Chia Partnership and handles a range of corporate and commercial matters throughout the Southeast Asia region.
Gregory’s extensive experience includes inter alia mergers and acquisitions, joint venture and other investment structures, corporate reorganizations and restructurings, equity and capital planning,
financing and banking transactions, property development, distribution agreements, management contracts, franchise agreements and sale and purchases of businesses.
Gregory graduated Cum Laude, from Florida State University & Washington University in St. Louis School of Law. He was called to the New York Bar in 2005
Gain a practical commercial understanding of contract law delivered in layman terms
Understand & apply effective pre-contractual negotiations & deal structuring
Execute an effective agreement with a clear understanding of the key terms, language and layout of a commercial contract
Understand important transactions & real intentions from the point of view of the client and other parties involved
Rapidly detect problematic clauses in contracts before making a commitment
Apply the various terms of a contract in the context of the circumstances, purpose and the industry that it is intended for
Be appraised of the remedies available to parties in the contract of the circumstances
Seating is limited to allow participants an optimised interactive & learning workshop experience.
Designed for professionals, this intensively structured, practical & complete 2 day program covers the full legal spectrum- from familiarization of contract law & its implications, followed by the the skills to thoroughly understand and draw up effective & relevant commercial contracts, plus real life scenarios,best practices and essential dos & don’ts.
PRIOR LEGAL KNOWLEDGE IS NOT REQUIRED
DESIGNED FOR ALL NON-LEGAL MANAGERS & EXECUTIVES
This comprehensive & structured course will first give participants a fundamental enrichment of business contract law, followed by a detailed indoctrination of the skills and detail required to carefully, yet expeditiously, construct and draft various types of commercial contracts.
Drawing on the diverse international experience and backgrounds of the presenters, the course will also focus on the necessary skills and techniques to draft and create commercial contracts applicable for international transactions and use.
DAY 1
Session 1 – Business Contract Law
• Freedom of contract
• Formation of the contract
• How is a contract formed?
• Can a contract become ineffective
• Do non-contracting parties have rights?
• Performance & breach of the contract
• The different modes of discharge of
performance of a contract
• What are the exceptions to the rule?
• What are the different kinds of breaches
• Exclusion Clauses – how effective are they?
• Unfair contract terms
• Enforceability
• What can I terminate? How & When?
• What about damages?
• What are liquidated damages?
Session 2 – Effective Pre- Contractual Negotiations
• Understanding the underlying transaction and capturing the intent of the parties
• Understanding the rules, negotiation and culture
• Due diligence
• Confidentiality & Exclusivity
• Letters of Intent, Memorandum of Understanding
(MOUs) and others
• Binding effect
Session 3 – Form & Layout of the Contract
• Title and introductory clause
• Recitals
• Layout of the body of the Contract – sections, subsections
• Typography and formatting
• Role of schedules and exhibits
Session 4 – Contract Drafting Exercises
DAY 2
Session 5 – Common Terms & Clauses– What they mean how they apply
• Macro-overview of common clauses and
purpose of each clause
• Payment & milestones
• Time & delay
• Testing & certification
• Warranties & indemnities
• Intellectual property
• Confidentiality
• Expiry & Termination
• Renewals – Binding & Non-Binding
• Governing Law
• Courts Vs arbitration
• Micro-overview of the drafting of select clauses
• Force majeure
• Termination clauses
• Confidentiality, etc
Session 6 – Effective Use of Language in the Contract
• Ambiguity and how to avoid it
• Problematic words and phrases
• Use of defined terms
Session 7 – Effective Contract Execution
• Form of contract
• Execution requirements
• Importance of form of execution
Session 8 – Protecting Against Common Pitfalls
Identifying the methods for reducing or limiting your
liability under a contract
• Summary of potential contractual issues that
should be addressed
Session 9 – Contract Drafting Exercises & Summary
| Drafting Effective Commercial Contracts Program Overview |
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