Drafting International Contracts
Daily contract activities are increasingly focused on negotiating and drafting contracts in English, subject to different choices of law, e.g. Danish, German, Swiss, English, French or US law. But how does the choice of e.g. Danish, Swiss or English Law influence e.g. the interpretation of the contract and the validity of limitation of liability and penalty clauses? And what about the effect of best efforts, force majeure and termination clauses? What should the prefered choice of law and jurisdiction be? And how should the clauses be formulated in order to have the expected effect?

Learn to integrate advanced legal considerations when negotiating and drafting contracts
Participant profile
The typical participant work as a lawyer, a contract manager or inhouse counsel in an SMV, export company, a multinational company, in a public procurement organisation or act as an advisor for such company or organisation. The participant has a legal background or considerable experience with drafting contracts in English. She/he has a desire to understand different legal cultures and negotiation styles better, so daily negotiations and contract drafting can be more efficient and with fewer conflicts or the participant simply wants to make better contracts that works!
Benefits
By taking this course, you will understand the basic legal considerations when negotiating and drafting international commercial contracts, subject to different choices of law and jurisdiction. You will be able to understand the most important differences between common and civil law, and how you must adress this when negotiating and drafting international contracts. You will also be able to understand the "mindset" of negotiaters and drafters from other jurisdictions better, and by doing that, you will be better to propose and implement the necessary solutions to the benefit of your organisation or client.
Kurset kan godkendes som obligatorisk efteruddannelse for advokater/This course is elegible as obligatory continuing education for lawyers.
The course takes place as in-person classroom teaching, but participants may choose to attend online in whole or in part (Microsoft Teams). Contact NSCCM by email britt.torp@nsccm.dk or by mobile number 7020 0131, if you wish to attend online.
Material
As part of the course there will be a comprehensive collection of materials (approx. 200 pages of contracts, laws, cases etc.). The material is accessible via NSCCM´s homepage 14 days before the course begins.
Content /Indhold
Online live streaming offered
Upon request, you can now choose to have livestreamed training through microsoft teams. Contact NSCCM by email britt.torp@nsccm.dk or by mobile number 7020 0131 for an appointment.
Please note, that we reserve the right to conduct the entire training online, if there are 6 students or less enrolled in a course. We will inform you no later than 1 week before the first day of lessons, should this be the case. We do this instead of cancelling the course.
Course topics
The course will initially focus on the legal method which is necessary to consider when drafting international commercial contracts. Then, a selection of the most important contract clauses will be analyzed from the point of view of negotiating and drafting the best posible clause for the particular purpose and circumstances of the contract, including choice of law and jurisdiction. Among others, the following clauses will part of an analysis:
1. Letters of intent, Non-disclosure and Recitals
2. Interpretation clauses and good faith and fair dealings
3. Best efforts clauses
4. Penalty clauses
5. Limitation of liability clauses
6. Force majeure and hardship clauses
7. Termination and post-contractual obligation clauses
8. Law and venue clauses
As part of the course the background law must be considered, and the most important differences between drafting techniques in civil law and common law will be highlighted, with a basic reference to Danish contract law and international contract rules and principles.
The course is interactive, and requires you to participate in discussions and exercises.
Participants need to be reasonably fluent in English.
Teachers

Michael Pedersen

René Franz Henschel
Overview: Drafting Commercial Contracts
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Form
2 days with theory, exercises, examples and discussions of the participants' own examples of clauses.
The teaching will be conducted in English.

Materials
50 pages “easy-to-use reading guide” on the relevant clauses. In this material, the participants will find overviews of different clauses, how they differ in wording and understanding in the different jurisdictions, how to avoid common pitfalls, etc.
Participants are offered to buy a book as part of the course, which further elaborates on the specific topics.
The teaching will be conducted in English. However, there will be offered an English/Danish legal terms guide as part of the course.

Effort
Read the “easy-to-use reading guide” on the relevant clauses - about 50 pages.
You can find the material on NSCCM’s material page. You will receive an email when the material page opens 14 days before classes start.

Exam
There is no exam.
A course certificate will be issued if required.

Price
10.000 DKK / 1.350 euro excluding VAT.
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