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CONTRACT DRAFTING BY. Kiran Sangam
Fundamentals ,[object Object]
Elements of a Contract ,[object Object],[object Object],[object Object],[object Object]
Goals of the Contract Drafting ,[object Object],[object Object]
Below are the points that need to be kept in mind while drafting a contract ,[object Object],[object Object]
2. What does our client hope to accomplish with this Agreement? ,[object Object]
3. Who is the Opposing party? ,[object Object]
4. What is the opposing party hoping to accomplish with this agreement? ,[object Object],[object Object]
5. What are the most vital elements of this relationship for each? ,[object Object]
6. Which terms are negotiable for each party? ,[object Object]
7. What are the key concerns for our client that must be addressed in the agreement?   ,[object Object]
What are the relative bargaining strengths of each party in the agreement? ,[object Object],[object Object],[object Object],[object Object]
Size of the Party  ,[object Object]
Resources with the Party ,[object Object]
Who needs who more  ? ,[object Object]
Legal framework for Contract ,[object Object],[object Object],[object Object],[object Object],[object Object]
[object Object],[object Object],[object Object],[object Object],[object Object]
Minimal terms / Issues of Contract   ,[object Object],[object Object],[object Object],[object Object],[object Object]
[object Object],[object Object],[object Object],[object Object]
[object Object],[object Object]
Specifics of Contract Drafting ,[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object]
Actual ingredients that make a successful contract ,[object Object],[object Object],[object Object],[object Object],[object Object],[object Object]
[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object]
Liable if competes with the client. Right to non compete (mutual) Right to non-competition. Liable if competes (mutual)  3 Termination within 30 days  Termination within 30 days  4 Right to protection of confidential info  Liable to confidentiality breaches  2 Liable to pay within 30 days  Right to payment within 30 days  1 Third party Beneficiary  Opposing party Client
Questions asked form client’s perspective ,[object Object],[object Object],[object Object],[object Object]
Creating own Draft ,[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object],[object Object]
Concerns / Interests of the parties Wants easy termination   Want long term contract   5 Want secrecy and anonymity   Want reference   4 Very concerned over confidentiality of data   Protect employees from poaching   3 Concerned about rates and maximum monetary exposure; no discussion of payment terms   Cash flow is a concern; push for a pre-payment (alter strict terms)   2 Wants ownership of client’s work product   Concerned about Intellectual property protection   1 Third party Beneficiary Opposing party  Client
[object Object],[object Object]

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Contract Drafting Fundamentals

  • 1. CONTRACT DRAFTING BY. Kiran Sangam
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  • 24. Liable if competes with the client. Right to non compete (mutual) Right to non-competition. Liable if competes (mutual) 3 Termination within 30 days Termination within 30 days 4 Right to protection of confidential info Liable to confidentiality breaches 2 Liable to pay within 30 days Right to payment within 30 days 1 Third party Beneficiary Opposing party Client
  • 25.
  • 26.
  • 27. Concerns / Interests of the parties Wants easy termination Want long term contract 5 Want secrecy and anonymity Want reference 4 Very concerned over confidentiality of data Protect employees from poaching 3 Concerned about rates and maximum monetary exposure; no discussion of payment terms Cash flow is a concern; push for a pre-payment (alter strict terms) 2 Wants ownership of client’s work product Concerned about Intellectual property protection 1 Third party Beneficiary Opposing party Client
  • 28.