MVV369K Negotiating and Drafting International Commercial Contracts

Faculty of Law
Autumn 2023
Extent and Intensity
0/1/0. 3 credit(s). Type of Completion: k (colloquium).
Teacher(s)
Prof. Paul Lewis (seminar tutor), prof. JUDr. Ing. Michal Radvan, Ph.D. (deputy)
prof. JUDr. Ing. Michal Radvan, Ph.D. (seminar tutor)
Guaranteed by
prof. JUDr. Ing. Michal Radvan, Ph.D.
Faculty of Law
Contact Person: Mgr. Věra Redrupová, B.A.
Supplier department: Faculty of Law
Timetable of Seminar Groups
MVV369K/01: Mon 6. 11. 12:00–13:40 041, 14:00–15:40 041, Tue 7. 11. 10:00–11:40 041, Wed 8. 11. 12:00–13:40 041, Thu 9. 11. 12:00–13:40 041
Course Enrolment Limitations
The course is only offered to the students of the study fields the course is directly associated with.

The capacity limit for the course is 30 student(s).
Current registration and enrolment status: enrolled: 15/30, only registered: 0/30
fields of study / plans the course is directly associated with
there are 80 fields of study the course is directly associated with, display
Course objectives
This class will cover the law and drafting of international commercial contracts. We will begin examining the transactional process at the time a business person approaches their lawyer with the idea of creating an international business deal. This course is about how a lawyer researches, drafts, and negotiates the appropriate documentation for the transaction. It is a class about anticipating, recognizing, and providing solutions for some of the problems that may arise in the future. In the real world of contract practice, particularly in common law countries, there are numerous conflicting forces which a lawyer must recognize and learn to address. Acquiring the skills necessary to perform these tasks requires considerable practice.

As practitioners in the field well know, it is often only a small part of the drafting of any contract clause that is actually done from scratch unless the entire contract is one that deals with non-standard circumstances. Much of what is called "drafting" is usually the re-working or manipulating of the standard clauses that form the lawyer's collected lingua franca of contracts. And, as often as not, many of these clauses take on lives of their own, with the result that they are seldom carefully scrutinized and their bad drafting can thus replicate itself through subsequent contracts. A primary goal of this course, therefore, is to help you learn how to spot bad drafting, and to correct the problems such bad drafting creates.
Learning outcomes
As a result of taking this course, you should be able to:
1. Identify significant business and cultural considerations in drafting agreements for international transactions.
2. Recognize and understand fundamental legal principles that apply to international business transactions.
3. Recognize potential risks for your client in conducting international business and identify potential solutions to address such risk.
4. Be able to successfully draft clear, comprehensive agreements that advance the rights of your client.
Literature
  • See Teacher's Information for full details.
Teaching methods
Each class will be consist of three primary elements: Lecture, reviewing and critiquing commercial documents, and drafting document clauses.
Assessment methods
There will be a final paper for the course where you will be asked to draft a portion of an international commercial agreement. The paper which will count for 80% of your final grade. The remaining 20 % will be based on attendance and class participation.
Regular attendance in class is required. Excessive unexcused attendance may result in a reduction in the final grade and/or other disciplinary action. In the event that a significant development will prevent you from attending class sessions, please contact me.
Language of instruction
English
Further comments (probably available only in Czech)
Study Materials
The course is taught only once.
Teacher's information
Assigned Reading:

Each day we will carefully review problems and an actual contract in class. Please review each document with an eye to drafting irregularities prior to class. All documents will be provided to you.

The reading is as follows:

Monday Classes: S & K Problems 1 - 3; Franchise License Agreement

Tuesday Class: Visio Corporation Distribution Agreement; S & K Problems 4 - 6

Wednesday Class: Aircraft Sublease Agreement; S & K Problems 7 - 8

Thursday Class: Amazon Sales Agreement; S & K Problems 9

In addition, as a reference guide, I am including a pdf entitled: Cross-Border Transactions: A Drafting Guide for International Sales Contracts (International Bar Association).

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  • Permalink: https://is.muni.cz/course/law/autumn2023/MVV369K