Effective Contract Management

Introduction

Effective contract management requires good and detailed knowledge and skills. This program has been designed specifically for people who required to deal with contractual documents, negotiate business contracts and represent their organization on all contractual matters. All participants will be able to implement the best practices and standards in contract management.

The aim of this workshop is to share all the relevant principles and law related to effective contract management so as to give it a logical base for all those who are entrusted with the responsibility of managing contracts in their organization. This course encourages participants to be efficient and smart in their chocice of words and more importantly the terms when managing their contracts.

Course Objectives

Upon completion of this program, participants will be able to:

• Know the law of contract principles relating to the formation of contracts
• Have a better understanding of what a contract is and be in a secure position when negotiating a contract
• Able to read and understanding contracts
• Able to identify clauses in a contract that might be detrimental to your company
• Evaluate and analyze key provisions in contracts
• Learn key principles relating to the award of damanges
• Know when contracts can be terminated or becomes void
• Get to know some of the key defenses in contract
• Understand the legal process for breach of contract

Key Content

Module 1: Understanding Contracts

• Offer
  • What is a valid offer?
  • Offers and invitation to treat
• Acceptance
  • Rules for a valid acceptance
  • Silence and acceptance
  • Can we revoke acceptance
• Consideration
  • What is consideration and its importance in contracts
  • How much consideration is good consideration
  • Non payment and its effect on the contract

Module 2: The Step Guide to Having a Proper Contract

• Intention to create legal relations
  • Are all contracts valid even if there was no intention to contract
  • Intention in the commercial world
• Capacity to Contract
  • Who is and is not eligible to contract in Malaysia
  • Companies and their capacity to contract
  • Can employees contract on behalf of their companies?

Module 3: Managing Your Contracts

• Implied and express terms in a contract
• What are implied terms
• How relevant are they?
• Conditions and Warranties and other categories of terms
• Understanding Conditions and Warranties and how they affect contracts
• Standard terms in contracts

Module 4: Managing Your Contracts

• Exemption Clauses/ Limitation Clauses
• How would Exemption Clauses affect a contract
• Latest developments and case law
• Section 29 Contracts Act 1950
• Contra Proferentum Rule

Module 5: Breach of Contract and Remedies

• How to avoid it
• Liabilities of the parties
• The different types of remedies
• Pitfalls and dangers of premature termination of contracts
• How to ensure a safe termination

Module 6: Defenses (Especially During the Covid-19 Pandemic)

• Interpretation of Force Majeure in Malaysia vs stability and predictability of commercial transactions
• Is COVID-19 have a defined force majeure event?
• Could COVID-19 have reasonably been anticipated?
• Is there a causal link between COVID-19 and the non-performance of the contractual obligations
• Is there obligation to minimize the effect of the force majeure event
• What are the notice requirements?
• What are the consequences of the force majeure?
• Term contracts

Module 7: Defenses (Especially During the Covid-19 Pandemic)

• Section 57 (2) Contracts Act 1950 - Frustration
• Doctrine of Frustration of Contract and COVID-19
• The test for Frustration
• Underlying Theories - the just solution theory
• COVID-19 - Impossibility of Performance & Unlawful to Perform?
• 3 major elements in Frustration
• Remedies available to the parties to Frustration

Module 8: Legal Procedures for Breach of Contract

• Limitation period
• Arbitration clauses and alternative dispute resolution
• Dispute resolution in the courts of law
• Territorial jurisdiction
• Originating processes