Contracts and Legal Writing for Non-Legal Professionals 

Course Objective

At the end of the programme, participants are expected to BE ABLE to:

• Understand the prerequisites for contract formation & commercial contracts
• Develop their role in Contract writing and the ways that it can create value
• Aware of their legal obligations and responsibilities
• Understand the risk processes and how they are applied to contract writing
• Review the probity requirements that apply to contract writing

Target Audience

• HR Directors
• General Managers
• Procurement Administrators
• Operation Supervisors
• HR Executives

Methodology

• Dynamic and highly-interactive presentations
• Brain-friendly and logical approach in learning
• Emphasis of pragmatism over theory alone
• Interactive Trainer Facilitation

Course Modules

Module 1 A Perspective on Contract Writing

• Various views on contract writing
• Misconception of it
• Top 5 Reasons
• In the beginning
• Jurisprudence and industry practice
• Group Exercise and/or Assessment

Module 2 Contract Essentials

• The difference between a promise and a contract – Legal definition
• Offer and acceptance
• Consideration
• Intention – identify issues with Memoranda of Understanding, Letters of Intent and Letters of Comfort
• Law of contract & Contract Act 1950
• Key issues around contract formation
• Purpose of contracts
• Risk transfer through contracting
• Definition of a successful contract
• Communications chain
• Group Activity

Module 3 Legal Processes and Implications

• Malaysia legal system
• The court of law structure
• Modes of dispute resolution
• Understanding the litigation process
• Common legal implications
• Alternative dispute resolution
• Interactive Discussion

Module 4 Terms of T&C in Contracts

• Certainty of terms – express and implied, agreements to agree
• Contingent conditions
• Consider the impact of ‘good faith’ requirements in contracting practice
• Representations and warranties, limitation clauses, boilerplate provisions
• Non-disclosure clause

–    Restraint of Trade clause

      –   Terminology – procurement and contracting

• Group Exercise

Module 5 Setting Aside Contracts & Termination

• Contract types & Consequences of wrong contract management
• Types of termination
• Rescission of a contract
• Mistake
• Misrepresentation
• Misleading and deceptive conduct
• Fraud
• Duress and undue influence
• Unconscionability – statutory unconscionability
• The Devil’s Advocate of Bangsar
• Group Exercise

Module 6 Remedies for Breach

• Injunctions &Specific performance
• Cancellation
• Damages
• Actions for debt and relief against forfeiture
• Restitution
• Practical Exercise – Case studies, Mind Mapping

Module 7 Effective Contract Writing

• New Tech: AI and ChatGPT
• Contractor Selection Matrix
• Due Diligence
• Sourcing & Proposal Evaluation
• Negotiation Phase
• Basic Methods
• Classroom Session on the following: –

–   Identifying elements of a Contract  

      based on case study basis

–   Identifying contract type

• Group Presentation

–    Wrap Up

• Mind Mapping and recap

Module 8 Establishing Good Contract

• Recap Session
• Common terminologies in a contract
• Case Study on samples of contracts
• Standard / Generic Terms/Specific terms
• Drafting Methodology

–   Formation of Contract – Elements

–    Terms of Contract

–    Terms – Condition, Warranty, and Innominate terms

–    Contract Cessation Phase

• Participants will be segregated into different groups and prepare a draft of a contract for a particular service.
• Group Presentation on the above

Module 9 Contractor / Vendor Relationship Management

• Monitoring performance
• Contract change controls
• Amendment of contract terms
• Performance reviews
• Consequence Management – How to manage non-compliance
• Classroom discussion on Compliance Inspection methodology
• Procurement audits
• Negotiated settlements
• Contracting problems and their solutions
• Ingredients for contracting success
• Lessons Learned & Mind Mapping
• Q&A
• Group Activity
• An Inspirational Closing