Online Certificate Course in Commercial Contract Law, Drafting and Negotiation



Three months' Certificate programme by LawSikho Scroll Down to Learn More

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About the Course

Total Fees: INR 8,000

Get immediate access on Web, Android and iOS on enrolment

Duration: 3 months

This course provides a detailed bit-by-bit discussion on drafting and negotiation of commercial contracts. After pursuing this course, you can get down to understanding or negotiating (and if you like, reviewing and drafting) your own commercial contracts with ease, even if you do not know any law. If you are familiar with law, you will be able to capture commercial deals very accurately in customized contracts which are watertight and address your client’s intention very comprehensively.

Course Contents

Ingredients of a valid contract - offer, acceptance and consideration Authority to sign contracts How to structure the contract and use of grammar and language selection Procedural requirements for contractual validity and enforcement:

1. Registration requirements

2. Stamping

3. Attestation

4. Notarization

5. Apostillation

How is a breach identified or declared?
1. Breach of terms
2. Breach of covenants
3. Event of default
4. Opportunity for rectification

Consequences of breach of representations and warranties clause
1. Rescission / discharge of contract
2. Acceleration
3. Specific performance
4. Injunction
5. Damages and their types
6. Declaratory remedies
7. Anticipatory breach and efficient breach
8. Liquidated damages and conditions for validity

Most common defenses to breach
1. Force Majeure
2. Frustration
3. Material Adverse Change
4. Third-party rights infringements

Format and structure of a business contract
1. Title
2. Operative clauses
3. Risk mitigation clauses
4. Boilerplate clauses

How to specify obligations
1. Responsibilities clause
2. Covenants
3. Conditions Subsequent
4. Conditions Precedent

Common drafting errors and efficient drafting techniques to minimize risk of disputes
1. How and when to use schedules and annexures in a contract
2. Unique features of a statement of work (there is a standing contract, fresh consideration for each work, etc.)
3. How non-lawyers can draft great contracts
4. Practical considerations about contract management and implementation

Sample document
1. Contract drafting checklist
2. Format for identification of commercial terms to create your own contract

1. Responsibilities of parties
2. Covenants
3. Payments clauses
4. Use of schedules and annexures
5. Term and Termination Clause

Takeaway
1. Format for capturing commercial terms (to draft operative clauses)

Guarantees - Promoter Guarantee, Corporate Guarantee, Performance Guarantee, Parent Company Guarantee
Insurance Clauses
Indemnity Clauses
Limitation of Liability clauses

Title, recitals, definition clause
Interpretation
Notice and Communication
Waiver, Amendment and Variation
Severability
Intellectual Property
Indemnity
Assignment Joint and Several Liability
Force Majeure
Confidentiality, non-compete, non-solicit, exclusivity clauses
Arbitration, Choice of Law and Jurisdiction
How and when to customize boilerplate clauses

Takeaway
Sample format for each boilerplate clause

Co-founders Agreement
Partnership Agreement
Employment Agreement
Non-disclosure Agreements
MOA and AOA
ECB Facility Agreement
Trust Deed
Shareholders Agreement
Franchising and Licensing Agreement

Identification of commercial intent
Practical case studies on negotiation (e.g. Steve Jobs’ negotiation)
1. AT & T and iPhone
2. Apple books and Amazon
3. Disney
4. Gorilla Glass

Takeaway
Checklist for contract negotiation

Industry Academia Panel

Abhyuday Agarwal

COO and Co-founder, iPleaders

Ramanuj Mukherjee

CEO and Co-founder, iPleaders

Amartya Bag

Former Insurance Lawyer at Reliance General Insurance and Product Manager at iPleaders

Success Stories

Imagine how it would be if you could navigate the usual legal and regulatory mess with ease, and make better decisions as you scale your business or career growth. Regulatory and legal difficulties is a huge hurdle to doing business in India, and very few people have mastery over it. We are inviting you to find out more about how we can add a touch of magic to your growth. Here are some amazing success stories of our students who have taken up our courses.

I am a computer science engineer by education, but an entrepreneur by profession. Having had no formal education in running a business I was always led to a lot of "learning the hard way". When iPleaders launched the course for Entrepreneurship Administration and Business Laws, in an e-learning mode I took up the course with the objective to understand all legal nuances related to running a business. The course covered things like; understanding of ESOP, Sweat Equity, Company Policy, License agreements, IP related law, EULA and lots of other content which made sense for our business.

Atul Gupta

Managing Director of InSync Tech-Fin Solutions Ltd

I am a practicing Cyber lawyer in Mumbai for the past 3 years and have founded Cyberjure Legal Consulting. The course was a very good learning experience, and I am glad I did it. It helped me understand the nuances of many laws which we studied in college, but never went into practical applicability of the same. The stuff I learnt in the course helped me in my matters too, and in structuring e-commerce start-ups.

Puneet Bhasin

Founder, Cyberjure Legal Consulting, Mumbai

I joined the NUJS diploma in Entrepreneurship Administration and Business Laws while I was working with the Calcutta Stock Exchange. I had already done my LLB and was looking for a course which would give me some practical insight. I came across the NUJS Diploma in Entrepreneurship Administration and Business Laws while searching the internet. I was looking for some course for value addition to my profile and knowledge. I had already done my LLB and MBA but wanted some practical knowledge. This course appealed to me, as it was dealing with business laws and I was working with a corporate. So this course was very significant to me and covered things which were relevant to me.

Sumit Sengupta

CFA, LL.B, Legal Counsel, Calcutta Stock Exchange

All modules in this course are meticulously designed with the emphasis on practical knowledge and it's very difficult to say which module was more informational than the other. Still, I particularly found the modules on statutory compliances, due diligence, business structuring and institutional financing to be really beneficial for me because I wanted practical insight into these topics. Non-lawyers such as businessmen are usually afraid of legal jargons that are found in books; however, this course uses a very simple and easy to understand language and therefore I recommend this course to all those who wish to enhance their business law knowledge.

Harshal Joshi

Legal Head, Legal Dog, LL.C

This course is something that would simply catalyze the process and help you in creating the best path for yourself. Being armed with a diploma in law from a prestigious national law school in itself speaks volumes – it gives the signal to the people working with you that your understanding of legal and regulatory situation should be and can be taken seriously. Given the kind of work I'm into, it does help a lot indeed, especially as one climbs the stairs of seniority and responsibility. The early headstart in legal strategy making and insights into dispute resolution is also a superb advantage.
Also joining the course has given me a new fraternity. It indeed feels great to have been associated with iPleaders…and I would be glad to continue with this relationship. I continue to get professional support from them. You can always reach out to the alumni or iPleaders founders themselves and ask for a favour.
I would strongly recommend this course to people (age no bar, beyond fulfilling the eligibility criteria) who are interested in bringing out something new (in any form) which shall be innovative and meaningful in the long run, and those who are interested in organization building – as the course helps in minimizing the number of legal and strategic hurdles that one may face after taking the plunge. You will be much more educated and smart with respect to a whole range of things once you even go through the course even partially.

Abhilash Acharya

Doctoral Fellow, IIM Ranchi

The placement support program offered by iPleaders was useful in securing my first job at Innove Law (a niche corporate law firm in Mumbai).

Unnita Bhattacharya

Associate at Krishnamurthy & Co.

This course has given me valuable insights such as drafting various agreements with clients, dealing with clients, and also choosing right organization structure my own venture and was able to help other entrepreneur in structuring their new venture.
Skills I learned during the course structuring a company, appoint advisors and remunerate them, drafting Co-Founder's Agreement, taxation of software product and SAAS companies, clear understanding of Shareholders' Meetings, legal instruments, Shareholders' Agreement, how to raise investments effectively, drafting employment agreement, Structuring ESOP& ESPS, How to avoid disputes and drainage of resources through courtroom battles, Data protection under Indian law, Cloud computing agreements, How to obtain copyright, trademark and patent registration in India.
Definitely student entrepreneurs studying in college will get a lot of benefits from this course. Interested students will be motivated like me to pursue their entrepreneurial journey keeping balance with various entrepreneurship network system, they can easily create a successful business venture without any hindrance.

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