Hands-On Risk & Contracts Workshop for Non-LawyersNeu

Part 1: Introduction

• Why are contracts not just a task for lawyers? Why are you a key figure in contract drafting and management and the resulting business success?
• Why should you have a basic understanding of the appearance and functions of contracts?
• What challenges do exist in the collaboration between the different company departments?
• The risks of communication gaps - Case studies

Part 2: Truths and myths about contracts - Contracts and its main functions

• The legal relationship and its various layers, elements of a contract
• Misperceptions about contracts that significantly risk your business’ success
• How do contracts protect and advance my business?
• Different types of contracts and their main functions, e.g. sale/purchase of equipment, raw materials, service agreements, etc.

Part 3: Interaction of contracts with business goals, business risks and processes

• How risks & goals define your work processes and contract drafting.
• Why internal processes and contracts form a symbiosis that must never be separated.
• Get rid of crusty heritage that does not serve your business goals.

Part 4: Negotiation of contracts

• First step – Confidentiality Agreement.
• Why negotiating a contract and when should I involve a lawyer?
• Negotiation leverage and intensity
• Negotiation tactics

Part 5: Contract drafting – not just a task for lawyers

• Drafting tips
• Ambiguities and its disastrous effects – clarity is key
• The specification as the heart of the contract

Part 6: Evaluating business goals and risks in purchase agreements

• Evaluating business goals
• Evaluating risks: which legal and factual factors define the individual risks profile?
• Exercise: risk evaluation using a risk table
• Strategies to achieve business goals and minimise risks (legally and factually!)
• Assessing and minimising common risks of supplier terms

Part 7: Common traps related to procurement contracts

• Traps in the quoting process; risks in referencing supplier quote in your specification
• Traps when issuing a PO; relationship PO and contract; conflicting supplier terms
• Structuring and managing ordering & forecasting
• The “Sandwich Problem”- How to manoeuvre through customer expectations, quality requirements vs supply (in)security and supplier deficiencies?
• Structuring pricing
• Example cases

Part 8: Evaluating business goals and risks when buying and selling components, equipment and related services

• Buyer perspective: Getting what you paid for
• Seller perspective: How to protect my interests and limit liability
• Tips and traps in drafting specifications (structure, clarity is key, acceptance tests, etc).
• How do milestones, technical/strategic risk assessment, and payment structure interact?
• Case studies

Part 9: Problems and case studies specific to equipment

• Challenge interfacing (seller's and buyer's point of view)
• Example case: packaging space
• Challenge of multiple equipment suppliers (seller's and buyer's point of view)
• Difference between warranty and maintenance
• Complying with consumer protection & product liability requirements to avoid penalties/ reputational damage
• Case studies

Part 10: Toll and custom manufacturing

• Reasons for outsourcing, selecting the right toll/custom manufacturer.
• Avoiding disputes, delays, and extra costs (supplier and customer view)
• Defining your needs
• Protecting intellectual property in the manufacturing process
• Case study (brewing and bottling services)

Part 11: Contract Management

• How do I refine my business processes to:
  • leverage my contractual rights (“use it or lose it”) and
  • manage my contractual obligations?
• Don’t create a parallel world
• Which tools help me to manage my contracts?
• How to solve disputes & maintain the relationship with the contract partner

Part 12: Conclusion and strategies for implementation

• Summary of lessons learned in this workshop
• Implementation of lessons learned
• Required structures and roles to facilitate and monitor implementation
• Example cases for successful implementation

Part 13: Q&A and discussion

Part 14: Homework Task