Legal Drafting Skill – Knowledge Steez

This Course is designed for law students and budding corporate lawyers who want to fine-tune their contract drafting skills and understanding of contractual interpretation. The Course presents a unique blend of:

theoretical aspects of contractual interpretation;
practical aspects of drafting commercial contracts, and
enforceability aspects of various contractual clauses before the Court of law, with the help of relevant case laws and illustrative examples.

The entire Course is based on hands-on experience of our founder and mentors currently working at some of the most reputed corporate law firms in India.

The course is divided into four parts-

Principles of Contractual Interpretation: This part of the Course deals with the important principles of contractual interpretation with the help of various case laws from India and common law countries.
Grammatical and other important rules for Construction of Sentences in a Contract: This is one of the very crucial components of contract drafting without which all your efforts to draft a contract may be rendered futile or sometimes even counterproductive. This section of the course is intended to polish your legal writing skill and introduce you to some of the standard practices used throughout the world for drafting commercial contracts.
Drafting Standard Terms and Conditions of a Contract: In this part of the Course, we introduce you to all the standard clauses which are mostly used in a contract. We have also provided different alternatives for these standard terms, their commercial and legal implications, and to what extent such terms can be enforced before a Court of laws citing examples from the landmark judgments in India and UK.
Drafting of Commercial Contracts. This part of the Course will help you learn how you should go about drafting a particular type of contract. Each chapter in this part provides a checklist for drafting the contract, sample clauses and then explains each clauses by using illustrative examples extracted from the original contracts.

Why You should Subscribe to this Course.

The idea of drafting a contract with a given template or sample agreement readily available on the internet may sound very easy to a fresh law graduate or even a layman trying to draft an agreement without seeking professional advice in order to cut the cost. However, drafting a contract requires pure application of mind, understanding of legal and commercial implications, striking a balance between the interests of the parties and above all, sound knowledge of relevant laws and judgments affecting the enforceability of the clauses. A contract drafted without these considerations is simply a mechanical exercise resulting in a shoddy draft serving no purpose for the parties when the contract is challenged before the Court of law. A mechanical copy-paste job may get you in serious trouble and ruin your career as a corporate lawyer. Therefore, when you draft an agreement, it is very important to be aware of how a judge might interpret the terms of that agreement or how the terms have been interpreted so far through various judgment over a period of time.

Further, participating in rounds of negotiations, customizing the draft to make it more favourable to one’s client, and revising the draft multiple times to suit the needs and demands of all the concerned parties, is what differentiates a perfect draft from those standard templates and sample agreements.

Furthermore, a seemingly standard clause may not always be the standard. There might be deceptive divergent of the standard clauses which can easily skip your attention, if you just follow a template. Therefore, in order to avoid any kind of dispute, a smart lawyer would always draft a contract without any loose ends, i.e. a contract which will not be subject to multiple interpretations or containing conflicting terms.

The present course aims to give you a very comprehensive understanding of standard clauses in a contract and their interpretation. In addition, it also offers you several drafting techniques for these terms which you can use to suit your need and tweak the interpretation.

COURSE STRUCTURE

Chapter-1 Interpretation of Contracts

Contractual Interpretation
- Contractual Interpretation vis-a-vis Statutory Interpretation
- Relevance of Contractual Interpretation
- Approaches to Contractual Interpretation
Fundamental Rules for Interpretation of Contracts
Pre-contractual Documents
- Antecedent Agreements
- Draft Agreements and Term Sheets
- Parol Evidence Rule
- Exceptions to the Parol Evidence Rule
- Entire Agreement Clause
Importance of Deleted Words
Implied Terms
Business Efficacy Test
Specific Provision vis-à-vis General Provision
Harmonious Construction of Contractual Terms
Liberal Interpretation of Contracts
Placement of Clauses in a Contract

Chapter-2 Grammatical Rules for Drafting of Contracts

Approach to Contract Drafting
Sentence Construction
Avoiding Redundancy
Common Grammatical Errors
Punctuation
Use of Archaic Words
Common Homonyms Used in Drafting Contracts
Drafting Tips

Chapter-3 Term Sheet, Parties, Recitals, Definitions & Interpretation

Term Sheet
Difference between MoU (Memorandum of Understanding) and an Agreement
Cover Sheet, Table of Contents, Numbering & Cross-referencing
Title & Introduction
Recital
Lead-in
Definitions Clause
Interpretation Clause

Chapter-4 Representation, Warranties & Disclaimer Clause

Representations and Warranties
Disclaimer

Chapter-5 Indemnification & Limitation of Liabilities

Indemnity
Limitation of Liabilities & Exclusion Clause
Remedies

Chapter-6 Confidentiality, Non-compete and Non-solicitation Clause

Confidentiality & Non-disclosure
Residual Clause
Non-compete Clause
Non-Solicitation Clauses

Chapter-7 Intellectual Property Rights Clause

Drafting Intellectual Property Law Clause
Pre-existing or Background Intellectual Property
Exclusive vs. Non-exclusive Rights
Assignment of Intellectual Property
Licensing of Intellectual Property
Assignment of IP vs. Licensing of IP
Representations on Intellectual Property
Warranties on Intellectual Property
Indemnity for IPR Infringements & Limitation of Liabilities
Standard Clauses
Drafting Tips

Chapter-8 Dispute Resolution Clause

Dispute Resolution Clause
Arbitration
- When to Put an Arbitration Clause
- Arbitration Clause: A Separate Agreement?
- Constituents of Arbitration Clause
- Sample Clause
- Arbitration Clause & Territoriality
- Abandonment of Right to Arbitration
- Drafting Tips
Litigation or Arbitration?
Governing Law
Jurisdiction

Chapter-9 Termination Clause

Contract without Termination Clause
Types of Termination Clause
Termination for Convenience
Termination for Cause
Material Breach & Termination
Consequences of Termination
Notice
Sample Clauses
Drafting Tips

Chapter-10 Miscellaneous Clause

Force Majeure Clause
Entire Agreement Clause
Severability Clause
Counterparts
Non-waiver Clause
Assignment

Chapter-11 Drafting Privacy Policy

Chapter-12 Drafting Terms of Use

Chapter-13 Website Development & Web Hosting Agreement

Chapter-14 Employment Agreement

Chapter-15 Agreement of Sale and Sale Deed

Chapter-16 Distributorship Agreement

Chapter-17 Drafting Loan Agreement

Chapter-18 Drafting Master Services Agreement

Chapter-19 Drafting Commercial Lease Deeds

Chapter-20 Drafting IP Assignment Agreement

WHO CAN APPLY FOR THIS COURSE

Any law student who is in the 2nd-5th year of 5 years’ B.A./B.Sc/B.Com LL.B course from a recognized law school or university;
Any law student in the 2nd-3rd year of 3 years’ LL.B course from a recognized law college or university;
Fresh law graduates and legal professionals;
Company Secretary;
Legal Manager;
Entrepreneurs/ Start-ups;
Head of Contract Administration & Management;

SELECTION CRITERIA & RULES

A total of 50 applicants will be confirmed on first come first serve basis upon successful payment of the applicable fee on or before the last date of enrollment, i.e. ~~November~~ ~~30, 2015~~ December 05, 2015..
The interested candidates can send their application by filling up the form provided below-

REGISTRATION & PAYMENT

We incur certain unavoidable expenses in offering an online course on our web portal, viz. time and efforts of the professionals engaged for designing and reviewing the course content, mailing the course completion certificates, conducting telephonic doubt clarification session, general administration and several other hidden cost. Therefore, we have decided to offer this course on no-profit-no-loss basis. All you have to do is to pay a nominal application fee provided below to enroll for this course.

Course Fee

Law Students: INR 750/-
Law Graduates/Legal Professionals: INR 1450/-

Once the application is received by us, a confirmation email will be sent to the candidate, upon which the selected candidate can pay the application fee to the following bank account-

Bank: Punjab National Bank (IIT Roorkee Branch);
A/c Holder Name: Ashutosh Kumar;
A/c No. 4044 0015 0005 1965;
IFSC: PUNB0404400.

After making the payment, kindly send a receipt/ challan/ screen-shot/ any documentary proof of the same so that we can confirm your application at the earliest.

A candidate discontinuing the course or failing to submit the assignments (evaluation test) will be automatically disqualified from the course upon which no fee shall be refundable to them.

CERTIFICATE OF COMPLETION & OTHER REWARDS

Upon successful completion of the Course, the candidates will be issued a ‘Certificate of Completion’ within one week from the date of declaration of results.
Among the successful candidates of this course, top 3 candidates can also avail the opportunity to do either (a) 2 months’ online internship with Indian Case Laws, or (b) work as a Research Scholar at Indian Case Laws for 6 months.
Candidate securing the highest marks in the evaluation test will have the opportunity to get his research project (part of the evaluation test) published in International Journal of Legal and Social Sciences(ISSN 2394-1936).

COURSE FORMAT

The course will primarily consist of study material in the form of modules and reference materials for further reading. You may be required to devote 6-7 hours of study in a week. The Course is intended to be completed in a span of three weeks starting from December 10, 2015.

For your better understanding of the concepts in the modules, doubt clarification session will be open on Saturdays and Sundays falling between December 10 – December 31, 2015, i.e. on 12th, 13th, 19th, 20th, 26th and 27th of December.

EVALUATION TEST

At the end of the course there will be an evaluation test based on which the candidates will be issued a course completion certificate. The evaluation test will only include submission of one research project on the given topics in not less than 3000 words. The minimum qualifying percentage for clearing the tests is 60%.

CASH BACK: The first ten confirmed applications will be eligible for a cash back of Rs. 200/- on the application fee upon successful completion of the course. Similarly, the next ten (i.e. 11-20) confirmed applications will be eligible for a cash back of Rs. 100 on the application fee upon successful completion of the course. The refundable money will be credited to the mobile account of the qualifying participant.