Commercial Contract & JV Agreements Masterclass (Gurgaon)

Business contracts today are just no more a plain signed paper of clauses. They have become a strategic part of today’s competitive business where most of the transactions are governed by thoroughly drafted and interpreted agreements. Reviewing, drafting and negotiating contracts are one of the most important and tedious aspects for today’s legal professionals. Business contracts needs to be inline of the business expectations and hence the person drafting the agreements should have a great level of business understanding. Today’s legal professionals need to be well versed with the drafting techniques to foresee the risk and have futuristic thinking to handle contracts in the best interest of their organization.

CorpKonnect’s full day Commercial Contracts Masterclass aims to sharpen up your abilities to draft and negotiate legally sound contracts in favour of your interest. This seminar will review the latest tips and techniques for negotiating and writing contracts in favour of your business needs so you can remain up to date and also guide you through in the techniques of managing modification of contracts in case of business demand.

 

Benefits of attending:

  • Review key contract terminology
  • Identify the essential covenants that should be in a contract
  • Sharpen your negotiation skills for newer business demands
  • Understand the purpose of common contract provisions and how to draft them
  • Know how to draft enforceable restrictive covenants, including covenants not to compete
  • Use negotiation tools effectively to ensure good deals and avoid bad deals
  • Identify and employ remedies for breach of contract issues

 Who should attend?

  • Head of Legal
  • Corporate Legal Counsel
  • General Counsel
  • Legal Managers
  • Corporate Legal Advisors
  • Company Secretaries
  • Administration and Procurement professionals

Technical Session 1: Strategic Negotiation of business contracts         

  • Planning, conducting & documenting negotiations better and faster
  • Understanding the needs of negotiating parties
  • Deal-no-deal situation – how to keep the options open
  • Determining the rights and obligations of parties
  • Types of pre-contractual agreements:
         - Heads of Agreements
        - Confidentiality agreements
  • The Boundaries of negotiating & Re- negotiating contracts
        - Relevance of pre-contractual agreements
       - Need for creating a win-win situation
      - Re-negotiation of a concluded contract 


Technical Session 2:
 A step by step guide to drafting a business contract   

  • Essentials Elements of a Valid Contract
  • Do’s and Don’ts
  • Difference  between MOU, LOI and agreement
  • Structure of a contract
  • Representations and Warranties
  • Limitation of Liability
  • Indemnities
  • Termination
  • Penalty
  • Boiler plate 


Variation and Modification of a contract

  •  Modification of a contract
  • Risks and consequences of contractual variation
  • Lock in period
  • Documentation of contract variation and modification
  • Minimizing dispute risks through modification and variation

Some Key intricacies of Service Agreements and IT Contracts

Technical Session 3: Drafting Joint Venture Agreements

Key legal issues at pre-contract stages

  • Need for Disclosure agreement (NDA) and MOU
  • Negotiation and disclosure
  • Effective Due diligence to minimize risk

Creating an effective JV agreement

  • Contribution by parties
  • Key features of a JV agreement
  • Unincorporated vs Incorporated JV agreements
  • Competition law implications
  • Non-Compete and Non-Solicit
  • Termination mechanism


Technical Session 4: Managing Breach and Termination of contracts

  •  Antecedent contractual obligations to breach of a contract
  • Importance of warranty & indemnity clauses to a  contract at the time of breach
  • Commercial pre-nuptial-effective termination clauses
  • Types of termination
  • Breach vs. repudiation
  • Settlement of liability without exposure
  • Limitations to early termination

Dispute Resolution Mechanism

Prakriti Jaiswal
Principal Associate
J. Sagar Associates

Prakriti specialises in Mergers & cross border investments & acquisitions. Her experience includes rendering advisory and structuring services on a variety of transactions including acquisitions of shares & business, Private Equity investments, Joint Ventures and corporate advisory.

Prakriti has represented & advised various Indian and overseas acquirers, Indian investee companies and promoters, investment funds in a variety of industry sectors including Pharmaceutical, Logistics, Power, Manufacturing Industry, Infrastructure, IT, Financial Services, and the Hospitality sector.

Before joining JSA, she was associated with Desai & Diwanji, one of India’s premier and oldest law firms.


Shinoj Koshy
Partner
Luthra & Luthra Law Offices

Shinoj Koshy is a partner with Luthra & Luthra Law Offices, New Delhi.

Mr. Koshy is a dual-qualified lawyer with extensive experience in domestic and cross-border M&A transactions. His practice focuses on corporate transactions, particularly M&A (in telecom, logistics and outsourcing), joint ventures, corporate finance (equity and debt listings through primary and secondary offerings) and commercial dispute resolution (shareholder disputes and post-closing pricing disputes in M&A).

He has advised several corporates and PE funds on foreign investment strategies for emerging markets like India and countries in Middle East & North Africa. He is also associated with industry associations like FICCI and Invest India, advising them on ways to promote FDI in key sectors like infrastructure, manufacturing and retail. Additionally he is also a member of the India-Jersey Advisory Group advising the States of Jersey government on its interactions with the Government of India.


Ila Kapoor
Partner
Shardul Amarchand Mangaldas

Ila Kapoor is a corporate litigation attorney with broad legal advisory and dispute resolution experience with a focus on international arbitrations related to complex commercial transactions. Ila has worked on International arbitrations including investment treaty arbitrations under the auspices of ICSID, International Chamber of Commerce (ICC), International Center for Dispute Resolution (ICDR), American Arbitration Association (AAA), Singapore International Arbitration Centre (SIAC) as well as UNCITRAL and other rules.

Ila has published widely in various international journals.  Some of her publications include:

  • “India is Moving in the Right Direction on Int’l Arbitration” Law 360. April 11, 2014 (Co­author).
  • “What the U.S. Immigration Bill Means to India.” Legal Era, September 2013. (Co­author.)
  • Assisted in the research, organization and writing for the chapter “International Arbitration” in Haig’s treatise ‘Business and Commercial Litigation in Federal Courts’ (Third ed.) (2012)
  • “India’s New Telecom Regulations.” India Telecom, February 2011. (Co­author.)
  • “Caution: India Investment Opportunities Ahead.” The National Law Journal, August 31, 2009. (Co­author.)
  • “Resolving International Intellectual Property Disputes in Arbitration.” Intellectual Property and Technology    Law Journal, February 2009. (Co­author.)
  • “India`s Real Estate Mutual Funds and Other New Developments: The Story So Far.” The Real Estate Finance Journal, September 12, 2008. (Co­author.)
  • ‘Post Amendments: What Plagues Arbitration in India’, Indian Journal of Arbitration Law, Vol 5, Issue 1, 2016 (Co-author)
  • Chapter on Section 34: Setting Aside an Arbitral Award under Section 34(2)(a), in the book titled ‘Enforcing Arbitral Awards in India’ published by Lexis Nexis, 2017. (Co-Author)

Prior to joining the Firm, She was an associate at a leading international law firm in New York. She has interned at the Appellate Body, World Trade Organization, Geneva, Switzerland and the International Court of Arbitration, International Chamber of Commerce, Paris, France. She received her degree of B.A. (Honors) in History from St. Stephens College, her LL.B from the London School of Economics, U.K. and her LL.M. in International Dispute Resolution, from Cambridge University, U.K.


Ramakant Rai
Partner
Trielgal

Ramakant Rai is Partner, Trilegal and is part of the Corporate practice. He has represented leading corporates in various domestic and cross border mergers and acquisitions and joint ventures.

Ramakant has a significant experience in formulating strategies for international clients on their dealing with Indian companies and joint venture partners in various sectors.

Ramakant also regularly advises clients on cross-border investments, investment structures, merger and acquisition and court driven mergers. He has significant experience in drafting and negotiating transaction documents and advising on various aspects of transaction.

Ramakant is an alumnus of National Law Institute University, Bhopal. He is a member of Bar Council of Delhi.


Ramada Gurgaon Central
Site No 2, Sector 44, Gurgaon
0124 - 4886400
Get Direction

Registration Fees: The investment for this full day training program is INR 8,500 + 18% GST


Early Bird Discount: 
10% early bird discount on 2 or more registrations till  9th Dec

For registration or any other information, please contact

Biplab SenGupta
Mob: +91- 8130826342
Email: training@corpkonnect.com