Jack Friery UCSD Extension © 2007 1 Jack Friery. Groucho: "That's in every contract, that's what you call a sanity clause." Chico: "You can't a fool-a.

Slides:

Advertisements

Similar presentations

1 CLIENT CONSULTANT AGREEMENT. 2 Negotiations Types of Consulting Contracts Standard Form of Contract Form of Contract General Conditions Special Conditions.

Advertisements

G. Conti – Politecnico di Milano 2006 © 1/13 CRUI – WIPO 28 marzo 2006 Technology Transfer Office Setting up a license agreement: An Italian University.

Draft JORUM Depositor Licence By Emanuella Giavarra LLM Chambers of Prof. Mark Watson-Gandy Amsterdam and London

Acquiring rights from the author: key aspects of the author- publisher contract Lynette Owen, Copyright Director, Pearson Education Ltd, United Kingdom.

Commercial Contract Dispute Resolution Alex Kotkas Partner and Litigation Department Head - Calgary.

1 Chapter Outline 1. The Function of Contract Law 2. Definition of a Contract 3. Elements of a Contract 4. Types of Contracts 5. Interpretation of Contracts11.

© 2012 McNees Wallace & Nurick LLC CONTRACT ESSENTIALS Diane M. Tokarsky Chair, Construction Law 100 Pine Street, PO Box 1166 Harrisburg, PA

1 CONTRACT RISK MANAGEMENT: Strategies and Tactics J. Scott Hommer, III Venable LLP 8010 Towers Crescent Drive, Suite 300 Vienna, Virginia (703)

Contract Interpretation CBA’s – Contracts Between two parties – Rules for Governing a Workplace Govern a continuing relationship between two parties “Workplace.

2 Session 402 Monday, April 23 1:40 – 2:40 pm Timothy Sullivan Thompson Coburn LLP 1909 K St., N.W. 6 th Floor Washington, D.C (202) ,

Pension Fund Trustees Liability Ncedi Mbongwe. Introduction to Camargue Underwriting Managers Established in 2001 Underwriters: Mutual and Federal and.

COMPARATIVE PRIVATE LAW INTERPRETATION OF CONTRACTS University of Oslo Prof. Giuditta Cordero Moss.

Best international practices – the ICC model contracts and changing circumstances.

Presented by: David S. Bland LeBlanc Bland, P.L.L.C St. James Pl., Suite 360 Houston, Texas (713) MANAGING RISKS THROUGH CONTRACTUAL.

INTERNATIONAL CONTRACT LAW Topics Covered in Chapter on International Contract Law –Comparative Law in Negotiations –Generally Recognized International.

P A R T P A R T Property Personal Property and Bailments Real Property Landlord and Tenant Estates and Trusts Insurance Law 5 McGraw-Hill/Irwin Business.

Business Law Chapter 12: Drafting Contracts. Legal Professionals and Contracts Law firms are often called upon to either assist in the creation of a contract.

© 2004 West Legal Studies in Business A Division of Thomson Learning 1 Chapter 9 Contracts: Nature and Terminology Chapter 9 Contracts: Nature and Terminology.

Chapter 9 Contracts—Nature and Terminology

©2005 by West Legal Studies in Business A Division of Thomson Learning Fundamentals of Business Law 6 th Edition Chapter 7 Contracts: Nature and Classification.

REGULATORY LEGAL AND CONTRACTUAL ASPECTS OF PPP IN WATER AJAY RAGHAVAN Counsel Training Workshop, Bhopal, February 2009.

Chapter 7: Inspection, Claim, Arbitration and Force Majeure Abstract: This chapter mainly introduces inspection, claim, arbitration, force majeure and.

Middleware Promises Warranties that Don’t Indemnities that Won’t Stephen Rubin, Esquire

Local Government Forum, 15 September 2010 Tender Negotiations, Indemnity and Exclusion of Liability Kathryn Walker Senior Associate (08)

A General Introduction to Contract. Definition of a contract A contract is an agreement between competent parties based on the genuine assent of the parties,

Contract Models for Virtual Teaching Helsinki University Porthania III 24 October 2001 Kristiina Harenko Attorneys at Law Borenius & Kemppinen Oy.

Practical Contracts. “ We talk about a contract as a meeting of the minds of the parties, and thence it is inferred in various cases that there is no.

Crucial Clauses in Complex Supply Agreements AIJA Half Year Conference 2015 – Antwerp Moritz Maurer.

Dino Tsibouris (614) Vendor Contracts: What You Need and What You May Be Missing.

Construction Engineering 380 Contract Interpretation.

1 Bilateral Interconnection Agreement Model Presented to HAPUA Working Group 5 (ESI Services), Project 6 By Power Purchase Agreement Division Electricity.

1 Contracts — Ten Steps to a Better Contract American Chamber of Commerce Executives Presented by George E. Constantine, III, Esq. Venable LLP Washington,

Structure of a contract Introduction Body Boiler Plate Testimonial.

RPA1 Standard Bidding Documents for the Supply and Installation of Information Systems General Conditions of Contract and Special Conditions of Contract.

Plans and Specifications Plans and specs are contract documents Defects in construction can be caused by design flaw (plans and specs were wrong) Defects.

What Happens When Your Agreement Goes Michelle Pinto ?

Of XX Data Rights, Intellectual Property, Information Technology and Export Controls in Government Contracting W. Jay DeVecchio, Partner, Jenner & Block.

Tamara Uricher Purchasing Manager. International Contracts Companies should always insert an arbitration clause in their contracts - This clause states.

From GlobeCast Asia Broadcast Service contract:. From GlobeCast Asia Broadcast Service contract(Cont’d):

B.A BUSINESS STUDIES BUS361 BUSINESS LAW.  Critically discuss the advantages and disadvantages of the doctrine of judicial precedent.  Critically discuss.

1 Welcome to Technology Contracts and Negotiations! Prof. William Reilly Spring 2012.

 1. Primary Purpose [infinitely varied, but usually the provision of goods and or services in return for money  2. Secondary Purpose: regulate distribution.

Comprehensive Volume, 18 th Edition Chapter 18: Interpretation of Contracts.

27-1 Copyright © 2013 by The McGraw-Hill Companies, Inc. All rights reserved.McGraw-Hill/Irwin.

Lecture 6 Exclusion Clauses and Integration Clauses.

Express and Implied Warranties. What basic obligations do you presume the seller should take?  In a sale the seller is the party to provide goods. What.

Due this Week  Turn in Week 5 Time Sheet ◦ 9/15 – 21/2013  Turn in Workplace Safety Work Sheet Past Work Past Due  Work Permit Application  Student.

HOW TO PROTECT YOUR INTEREST IN A SALE CONTRACT Focus on what you “get” when you sign!

Contract Review: Practices and Pitfalls Cynthia A. Haines, Esquire Post & Schell, PC LeadingAge PA Annual Conference June 16, 2016.

Article 4 [Obligations of Applicant] 4.1. As a sole and exclusive owner of the Application, Applicant warrants that.

A Litigator’s View of Software License Agreements

De-Constructing Commercial Contracts

Indemnities in commercial contracts: your questions answered

Explaining common legal terms

Int’l Sales Contract Elements

INTERCONNECTION GUIDELINES

CONTRACTS Sources of Contract Law Contract law is common law.

Int’l Sales Contract Elements

English for Lawyers 3 Lecturer: Miljen Matijašević

Chapter 4 Contractual Rights and Obligations

BULLETPROOFING YOUR CONTRACTS

CONTRACTS Kuliah Etika Profesi dan Bisnis Oleh Coky Fauzi Alfi

De-Constructing Commercial Contracts

Chapter 11: Nature and Terminology

Terms & Conditions: What You Don’t Know CAN Hurt You!

Grant Implementation Agreement (GIA)

xxxxxxxxxxxxxxx Contracts: Agreements with legal consequences

Presentation transcript:

Jack Friery UCSD Extension © Jack Friery

Groucho: "That's in every contract, that's what you call a sanity clause." Chico: "You can't a fool-a me. There ain't no sanity clause --Groucho and Chico Marx in A Night at the Opera (Movie) © 2007 Jack Friery 2

"The party of the first part..." is hereinafter called: "the party of the first part..." and "The party of the second part..." is hereinafter called: "the party of the second part... --Groucho and Chico Marx in A Night at the Opera © 2007 Jack Friery 3

Read and interpret the contract as a whole Dont throw anything out Give ambiguous terms their reasonable and effective meaning Ordinary termsordinary meaning Technical termstechnical meaning Trade practice & prior dealings may interpret Common sense is part of the contract © 2007 Jack Friery 4

Order of preference if necessary: Negotiated terms over standardized terms Specific terms over general terms Written over typewritten terms Typewritten over pre-printed terms Contra proferentem if all else fails: Interpret against the drafter © 2007 Jack Friery 5

Description of the parties Whereas clauses Defined terms & definitions Capitalize defined terms Be consistent with terms Effective date © 2007 Jack Friery 6

Anti-assignment Indemnity Covered events (Negligence? Intentional acts?) Proportion Cap on liability Severability clause © 2007 Jack Friery 7

Choice of law Disputes process Preliminary negotiation? Establish time limit. Mediation? Arbitration? Where? Process? Binding or non-binding © 2007 Jack Friery 8

Warranty Duration, notice, warranted events, remedies Only modify in writing Publicity & disclosure Breach & remedies Consequential damages? © 2007 Jack Friery 9

Termination & duration Force majeure Survival provision (proprietary data, disputes) Integration clause © 2007 Jack Friery 10

© 2007 Jack Friery 11