Drafting Commercial Contracts with Precision - recorded half-day online conference

You can put your staff in the boardroom and watch it there. You can watch it on your computer or on your portable electronic device. All for the same low price.

The conference will be based on our highly successful video webinar technology: there’ll be a chairperson, a panel of experts, presentations and discussion.

Session 1: The Role of Indemnities, Guarantees and Warranties in Commercial Contracts

What is the difference between a liability and an indemnity? Do you need to include a warranty in every contract? This session provides a refresher of drafting indemnities, guarantees and warranties. Topics covered include:

• Indemnities – when are they used, types of indemnities, principles of construction and enforcement issues
• Warranties – when are they used, principles of construction and enforcement
• Difference between warranties and indemnities
• Guarantees – categories and how are they construed?
• Recent case law update

Session 2: Drafting Effective Exclusion Clauses in Commercial Agreements

Courts are reluctant to interpret exclusion clauses broadly, preferring to interpret narrowly where possible. Drafting wide exclusions must be carefully done to avoid ambiguity. This session looks at the key issues, including:

• Understanding the law applying to exclusion clauses

• Understanding what is being excluded – gauging the scope of exclusion

• How much liability can you limit?

• How much liability can you pass on to another party?

• Exclusion clauses and the operation of implied terms

Session 3: The Unfair Contract Regime: Don’t Get Caught Out

The unfair contracts regime has been in place long enough for us to reflect on how the reforms have affected SMEs and the key lessons we should note from recent cases. This session examines the terms likely to be considered unfair and explores the key drafting strategies you can use to avoid them. It covers:

• Unfair contract term regulation and small business - impact on standard form contracts

• What is a ‘small business’?

• Understanding what is an unfair term – the key issues that make it ‘unfair’

• The impact of a finding that a term is unfair – enforceability and rights

• Reviewing standard form contracts to ensure compliance

• The impact on unilateral rights in a contract

• Where to now for business:

  • Use of standard form contracts including automatic renewal clauses

  • Avoiding unenforceable terms

  • Risk management checklist when entering new contracts

• Case update