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Commercial Contract Masterclass

Applied

Monday Wednesday 11 13 March 2013 9.00am 5.30pm Concorde Hotel, Kuala Lumpur

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Choose from 6 Half-day Workshops on the Intricacies of Mastering Commercial Contracts: Day 1 Workshop A (9.00am 12.30pm) Drafting and Negotiating Commercial Contracts
Pre-contractual negotiation tactics
- Win - win situation; a myth or a reality? - Negotiating with confidence and credibility with careful preparation techniques - Setting objectives and strategies - Reading the small print: Clauses to look out for in pre-printed contracts

11 March 2013
- When does the offer and acceptance made - When does the agreement concluded?

Evaluating the boilerplate clauses and its necessity

- Interpretation, implications and best practices - Examining samples and case studies

Understanding the difficult clauses and their legal implications

- - - - Warranties, liability and indemnities and their relationship Excluding and limiting liability Discovering different ways of qualifying warranties Exclusion of matters known to warrantee: due diligence and use of disclosure letters

Effectively structuring and drafting the contract

- - - - - Offer, acceptance and consideration Balancing between legal requirements vs. commercial needs Legislation that affects your contract Assessing techniques in choosing the right legal wordings Common mistakes in forming contracts

Post - Contract management

- Enforcement of the contract - How to ensure responsibilities of the binding parties

E-commerce - The legality of e-commerce transaction

Jeremiah R. Gurusamy

Partner | ARIANTI DIPENDRA JEREMIAH

Workshop B (2.00pm 5.30pm) Understanding breaches and termination clauses

Drafting Breach and Termination Clauses
- Understanding the consequences of affirmation and termination - Drafting terms of contract to control damages and other remedies - Consequences of breach: termination, specific remedies, liability, indemnities - Evaluating forms of breach and its effects

- Reviewing the basic principles of assessing damages - Assessing the penalty and exclusion clause - Analyzing other type of remedies for breach of contract Retention / forfeiture of deposit Rescission Injunctions Indemnities Rectification

Damages as a remedy for breach of contract

- - - - - Limiting damages clauses Damages for mental distress Measurement of damages Evaluating the loss of the claimant Assessing the statutory principles affecting the measurement of damages - Analyzing double counting and mitigation of loss - Measurement of damages in contributory negligence

Performance and breach of commercial contract issues

- - - - Deciding the rewards/penalties to monitor contractor performance When a conflict happens, which one prevails? Exploring the legalities of breach of contract When things go wrong: Important consideration before taking legal action

Assessing Damages and Other Remedies for Breach of Contract

- Evaluating remedies in the event of breach - Examine the remedy of quantum merit

The new amendment in Rules of High Court

- Pre-trial case management

Mathew Thomas Philip

Partner | Thomas Philip

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Day 2 Workshop C (9.00am 12.30pm) Dispute Resolution- Exploring the alternatives to resolve disputes more quickly and reasonably
Tips, strategies and techniques in dispute resolution
- Ideal risks allocation in a commercial transaction - Minimizing cost contingencies and variations - Negotiating for a resolution: Resolving disputes in a creative manner - Managing contractual conflict across cultures and borders - Choice of Dispute Resolution mechanism : Deciding on the most suitable dispute resolution process: Mediation or arbitration or other methods

12 March 2013
- Commencement and conduct of a litigation suit tips and strategies - Enforcement of judgment

Procedure & Practices of Arbitration

- - - - Overview and understanding of the Arbitration Process Preparation prior to the hearing issues to consider Third party authorization to pinpoint the issue Commencement and Conduct of the Arbitration Proceedings tips and strategies - Enforcement of an Arbitral Award

Drafting Dispute Resolution Clauses

- Understanding the essential elements of a dispute resolution clause - Giving effect to the parties wishes - Considering the selection of a dispute resolution clause - Comprehending between good and bad clauses and its consequences

Litigation Practice and procedure

- Overview of the litigation process - What to do/what not to do - How to look at a document

Trevor George de Silva

Partner | TREVORGEORGE PARTNERSHIP

Workshop D (2.00pm 5.30pm) Essential Principles and Best Practices in Drafting a Construction Contract
Principles of Contract Law for Construction Contracts
- Drafting a construction contract - Strategic project planning, programme and resource management - Essential aspects of a construction project - Drafting the contract documents: main contract and subcontracts - Sub-Contract Problems - Extensions of Time - Drafting monitoring and performance clauses

The PAM 2006 Standard Form of Building Contract

- Understanding the procedure - Its impact on contracting parties and practitioners - Common administrative problems and their solutions

Allocating risk through contract terms and conditions

- The most often negotiated and disputed contract terms - Risk allocation for time, money matters, quality issues and dispute resolution - How to measure the risk being allocated - The decision to allocate risk rather than mitigate risk

Structuring framework agreements to achieve a competitive advantage

- The key components of a framework agreement - Maintaining flexibility and consistency throughout the framework agreement - Using basic language to define contractual responsibilities - Building internal consensus on what is wanted and needed and what is not

Tendering procedure/selection of contractors

- - - - Getting the most out of the tendering process Determining how to structure your tender Monitoring budget and managing risk and cost Legal obligations when submitting a tender

Choon Hon Leng

Partner | RAJA, DARYL & LOH

Day 3 Workshop E (9.00am 12.30pm) Competition Act 2010

Key elements of the Malaysian Competition Act 2010 The prohibitions Horizontal and Vertical Agreements
- Anti competitive agreements - Determining the market - Case studies

13 March 2013
Abuse of Dominance
- - - - - What is a dominant position? What is an abuse of dominance? MyCCs Guidelines on Chapter 2 Prohibition Identify risks areas in your business and take remedial steps Case studies

Taking advantage from the Competition Act

- Expanding your business to provide better service - Mergers and acquisitions to promote more economic power - How enforcement of Intellectual Property rights promote competitiveness - Competition Law preparedness; hazard and red flags

Malaysian Competition Commissions (MyCCs) Draft Guidelines

- Horizontal and vertical cases - Market definition methodology - Complaints procedure

Chew Phye Keat

Partner | RAJA, DARYL & LOH

Customised Training Programme

NEED TO DEVELOP ENTIRE TEAMS?
All our conferences and seminars can be developed into customized programmes to meet your organisations specific training needs. For more information on in-house training, please contact

Call Shima @ (603) 6205 3188

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Workshop F (2.00pm 5.30pm) Personal Data Protection Act 2012

Overview of the act and seven principles of PDPA Understanding the legal implications of the law and the offences Impact of the Act on commercial contracts Explore third party relationships and accountability Understanding the key terms
- Personal Data - Sensitive Personal Data - Data User

- Data Subject - Processing

Registration of Data Users and Rights of Data Subject Ensuring successful compliance to the Act
- - - - Preparing A Personal Data Protection Compliance Checklist Implementation of the Compliance Checklist Guidelines to a smooth transition Identifying and overcoming obstacles pertaining to achieve compliance to the Act

Examples and case studies

Mariette-Peters Goh

Partner | Zulrafique and Partners

About the Speakers

Jeremiah R. Gurusamy
Partner | ARIANTI DIPENDRA JEREMIAH
Jeremiah R. Gurusamy has been involved in the corporate sector since 1997. Prior to being admitted as an Advocate and Solicitor, he was attached to the legal documentation unit of the corporate banking arm of one of the leading banking groups in Malaysia for 2 years. Thereafter Jeremiah started his legal career in one of the large Kuala Lumpur based legal firm and was part of the offshore banking, corporate and commercial practice group. Over the years, Jeremiah has acted for a wide range of clients from various industries and has extensive experience in corporate banking, project financing, mergers & acquisitions, employment disputes, corporate commercial and capital markets. He is a Partner with Messrs. Arianti Dipendra Jeremiah, a corporate boutique firm. He currently sits on a number of the Bar Council and KL Bar Committees. He holds a Masters of Law from the University of Malaya and is also a certified panel Mediator of the Malaysian Mediation Centre of the Bar Council.

litigation. Additionally, he then ventured into the practice of Industrial and Employment law. His present mainstay is still Civil & Commercial litigation, which involves interlocutory applications and the conduct of trials (both in the civil courts as well as in arbitrations) as well as frequent appearances as counsel in the appellate courts, be it the Court of Appeal or Federal Court. As an adjunct to this, Trevor has since 1995, and presently still, continues to advise on employment and industrial matters and handles matters in the Industrial Court, Judicial Review applications in the High Court, and also appeals to the appellate courts. He frequently delivers conference papers, and conducts seminars in this area of law and also sits in the Industrial Court Practice Committee of the Bar Council.

Choon Hon Leng

Partner | RAJA, DARYL & LOH

Choon Hon Leng is an advocate and solicitor of the High Court of Malaya and he is presently practicing in Messrs. Raja, Darryl & Loh. Ever since he was called to the Bar, he has been specialising in the areas of construction dispute resolution and arbitration. Over the years, Hon Leng has acted for various players in the industry including employers, main contractors, subcontractors and consultants in projects of various sizes. Apart from dispute resolution, he also has experience in works relating to pre-contract negotiation, contract documentation, project advisory, post-dispute negotiation and conducting in-house training, workshop and seminar. In arbitration, he is presently the lead counsel in several construction arbitrations and is also representing a Malaysian party in a CIETAC arbitration. In the past few years, he has presented papers at construction conferences on various topics including loss and expense claim, arbitration, dispute handling, project management and contractual issues.

Chew Phye Keat

Partner | RAJA, DARYL & LOH

Chew Phye Keat was called to the Bar in 1987. He is a graduate of University of Malaya with Bachelor of Laws (graduated 1986) and Master of Laws (graduated 1997). Phye Keat is a commercial and corporate lawyer with a current focus on intellectual property and competition law. He has been practising with the firm of Raja, Darryl & Loh for the last 23 years and helped to build the IP department of the firm in which he is also heads of the ICT and competition law practice there. As from 1st January 2011, Phye Keat now heads both Corporate & Commercial Practice Group and the Intellectual Property in Chambers Asia Pacific. A registered patent agent, trade mark agent and industrial design agent, he is also the Immediate Past President of the Malaysian Intellectual Property Association (MIPA), Former Council Member of Asian Patent Attorneys Association (APAA) Committee member of Licensing Executive Society of Malaysia (LESM) and AIPPI (an international association for intellectual property practitioners). On the international front, Phye Keat is a member of the Intellectual Property Commission of the International Chamber of Commerce based in Paris, France. He was also part of the consultation group interacting with the Government on the drafting of the Competition Bill. He heads up the competition law practice of the firm and still leading the task force set up by the American Malaysian Chamber of Commerce (AMCHAM) to consult with the Government on competition legislation in the land.

Mariette-Peters Goh

Partner | Zulrafique and Partners

Mariette Peters obtained both her Bachelor of Laws and Master of Law from Universiti of Malaya and is a Research Fellow of the University of Wollongong, Australia (Centre for Transnational Crime Prevention). She was admitted to the bar in 1992 and is currently a partner of Zulrafique and Partners. As a member of the Professional Standards & Development Committee of the Bar Council, Mariette is also a proponent of a continuing legal education, in particular the developments concerning the use of language in law.

Mathew Thomas Philip

Partner | TREVORGEORGE PARTNERSHIP
Trevor George De Silva chambered, and began practice in 1995, in a large law firm in Kuala Lumpur where he did solely Civil & Commercial

Trevor George de Silva

Partner | Thomas Philip

Mathew graduated with a double degree in Economics and Law from the University of Adelaide in 1991. His extensive experience over 17 years in practice, is centred on civil and commercial litigation, notably in corporate/ shareholder disputes.

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Key Benefits
Discovering effective negotiation tactics to reach a common objective Identifying and understanding important clauses in a commercial agreement Understanding remedies for breach of contract Gain an understanding of the dispute resolution process and how to handle it Discovering key elements of a successful construction contract from the negotiating table to the execution of the project A comprehensive understanding on key areas in the Competition Act 2010 Personal Data Protection Act: Understanding the legal implications of the law, compliance and how it affects business

Please tick (

) the workshops that you wish to attend

Drafting and Negotiating Commercial Contracts Understanding breaches and termination clauses Dispute Resolution- Exploring the alternatives to resolve disputes more quickly and reasonably Essential Principles and Best Practices in Drafting a Construction Contract Competition Act 2010 Personal Data Protection Act 2012

Workshop A

Workshop B

Workshop C

Who Should Attend

In-House Legal Counsel / General Counsel Commercial Lawyers Lawyers Legal Managers Contract Managers Purchasing Managers Commercial and Business Development Managers

Workshop D

Workshop E Workshop F

Registration Form:
(Please read booking conditions)

Monday Wednesday 11 13 March 2013 9.00am 5.30pm Concorde Hotel, Kuala Lumpur

COMMERCIAL CONTRACT MASTERCLASS

Payment Method

Registration Fee Details

Workshop Fee RM550 per workshop Attend 3 or more workshops per person RM500 per workshop Attend all 6 workshops per person RM450 per workshop Closing date of Registration: 8 March 2013

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Ways to Register
To register for the Course, fax, email or mail this whole page to: Fax: (603) 6211 1833 Tel: (603) 6205 3188 / 3288 Email: shimaghazali@legalnet-asia.com Mail: LegalNet Asia Sdn Bhd D1-3A-16, Solaris Dutamas 1, No.1, Jalan Dutamas 1 50480 Kuala Lumpur, Malaysia

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Venue Details

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Concorde Hotel

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2 Jalan Sultan Ismail 50250 Kuala Lumpur, Malaysia Tel: (603) 2144 2200

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BOOKING CONDITIONS 1. Registrations will be confirmed upon receipt of your completed Registration Form. 2. Full payment must be made before the date of the conference. 3. If you are unable to attend the conference, a substitute delegate is welcome at no extra charge. Alternatively, your registration can be credited to a future conference within the next 12 months. 4. For cancellations received in writing more than 3 weeks prior to the conference, a full refund less USD 100 admin charge will be made. Regrettably, no refund can be made less than 3 weeks prior to the event and the amount will remain payable in full. A complete set of conference documentation will be given. 5. All speakers and topics are correct at the time of printing. LegalNet Asia reserves the right to substitute speakers and cancel or alter the content and timing of the programme for reasons beyond its control. 6. Where group discounts are offered, delegates must sign up collectively.

Secure your interest now! Call Shima @ (603) 6205 3288