Contract techniques: standardisation of contract structure and contents (2235.YR.014164.1)
General information
Type: |
OPT |
Curs: |
3,4,5 |
Period: |
S semester |
ECTS Credits: |
3 ECTS |
Teaching Staff:
| Group |
Teacher |
Department |
Language |
| Year 3 |
Josep Moreno Vallés |
Derecho |
ENG |
| Group |
Teacher |
Department |
Language |
| Year 4 |
Josep Moreno Vallés |
Derecho |
ENG |
| Group |
Teacher |
Department |
Language |
| Year 5 |
Josep Moreno Vallés |
Derecho |
ENG |
Prerequisites
There are no specific prerequisites. Having said that, all sessions will be conducted in English; consequently, participants should have a good command of English and be able to argue and write in that language. No previous knowledge of legal English is required however.
Previous Knowledge
This is intended to be a mostly practical subject but it will require a basic knowledge of Contract Law.
COURSE CONTRIBUTION TO PROGRAM
The subject will provide participants with reliable tools for them to understand the basic structure of a contract, recognise the main contract clauses and anticipate any potential interpretation and implementation-based problems when turning business deals into contracts.
Course Learning Objectives
The first part of the subject will review the basics of Contract Law so that all participants, regardless of the legal system in which they have been educated, are able to stay up-to-date in the following sessions. This subject aims to introduce students to contract drafting by identifying the main structural features of a contract and standard contractual language. The objectives of the subject also encompass understanding of the main issues to be addressed in each contract as well as recognising the potential problems their clauses may pose. The subject will also describe the existing differences between contracts drafted under Civil Law and Common Law systems.
The subject will be based on practical exercises and experience encountered when providing legal advice.
CONTENT
1. Contract Law basics. Drafting a contract. Contract elements. Effects and validity. |
2. General drafting guidelines, style and culture. Vocabulary, legal expressions and legalese. Plain English in the legal field. |
3. Contract drafting in Civil Law and Common Law jurisdictions. Differences and typical mistakes. |
4. Structuring transaction documents. Contract timeline. Formalities. Case study: letter of intent. |
5. Conditions and covenants. Case study: Condition or mere covenant? |
6. Representation, warranties and indemnities. Consideration and price clauses. Case study: Price clauses in M&As. |
7. |
Methodology
The methodology applied in this subject is fundamentally practical in focus, based on sessions dedicated to case studies.
To complement the theoretical analyses carried out in each session, students will be presented with a series of hypothetical situations to resolve either individually or in teams. Participants will also have to prepare for the classes and case studies beforehand in accordance with the set guidelines and study materials, as well as to actively participate in the classes and develop teamwork skills and abilities which will be of use for their future careers.
Assessment criteria
Students can only be assessed if they attend the established minimum number of classes, including lectures and participatory sessions. As a percentage, the minimum is 80% for students sitting the final exam for the first time and 50% for those re-sitting the exam. If students do not meet this condition, their mark will be recorded as 'Not Present'. These percentages, however, do not include any justified absences.
Students' final marks comprise 3 components with different weights: 30% a written final exam at the end of the subject (multiple-choice); 50% assignments to be completed between sessions; and 20% in-class activities and class participation.
During the subject, each student will be given at least 3 assignments that will be reviewed and marked. Please note that each student has to turn in all these assignments on time to pass the course. Assignments will be posted via Moodle, and students will be asked to turn them in also through Moodle within the timeframe specified at the time the assignment is posted. Assignments may be structured to be worked on in teams (duly indicated in thos assignments' instructions). As agreements are a product of team effort in the real world, students' ability to work together to create a quality product is also a fair basis on which to grade students.
Bibliography
Bibliography and specific materials will be recommended for each session when necessary via Moodle.
Timetable and sections
| Group |
Teacher |
Department |
| Year 3 |
Josep Moreno Vallés |
Derecho |
Timetable Year 3
From 2023/9/5 to 2023/10/17:
Each Tuesday from 15:00 to 17:00. (Except: 2023/10/3)
Tuesday 2023/10/17 from 17:00 to 17:30.
| Group |
Teacher |
Department |
| Year 4 |
Josep Moreno Vallés |
Derecho |
Timetable Year 4
From 2023/9/5 to 2023/10/17:
Each Tuesday from 15:00 to 17:00. (Except: 2023/10/3)
Tuesday 2023/10/17 from 17:00 to 17:30.
| Group |
Teacher |
Department |
| Year 5 |
Josep Moreno Vallés |
Derecho |
Timetable Year 5
From 2023/9/5 to 2023/10/17:
Each Tuesday from 15:00 to 17:00. (Except: 2023/10/3)
Tuesday 2023/10/17 from 17:00 to 17:30.
