Australia: [Event] Contract Law Essentials
Last Updated: 18 August 2016

About your seminar

Now in its tenth successful year, this course, by reputation and repeat attendance, continues to grow and to educate and inform business and government about contracts.

This one-day intensive delivers critical legal knowledge for anyone who has any exposure to contracts of whatever size, value and type.

During the day you will examine the law and commercial factors affecting the contract lifecycle, from formation, through performance to completion, you will be provided with essential guidance on:

  • understanding clauses and terminology
  • risk identification; allocation and management
  • standard form contract and general contract
  • termination
  • dispute resolution.

With this knowledge, you can ensure that contracts are prepared properly from the outset, setting a clear path to maximise outcomes. You will be provided with the tools and knowledge to know your rights when you are not getting what you expect out of your contract. You will also learn how to recognise whether the contract is on the right path, and how to end the relationship either amicably or through dispute, when it is not.

Incorporating a focus on interactive workshops and reallife case studies, this course covers all the need-to-know essentials.

What you will learn:

  • how contracts are formed - so you can avoid unwanted contracts and ensure those you do want
  • what is required for a valid binding contract and what to do if you don't have one
  • how to negotiate better before drafting a contract
  • what are the traps and pitfalls involved in pre-contract arrangements and tender processes
  • about the risk issues in the tender process
  • the importance of Heads of Agreements and MoUs
  • the important differences between deeds and contracts
  • the myths of contract formation
  • how to eliminate risks and misunderstandings
  • how to identify unfair terms in a contract
  • how to identify risk and allocate it through the negotiations and agreements
  • how to resolve a contractual breach
  • how to manage disputes without litigation
  • how to recognise your rights of termination
  • to understand contractual issues in the tender process
  • what is involved in enforcing a contract
  • about alternatives to litigation.


You will be given a comprehensive set of all material including:

  • full set of slides
  • workshop booklet for group exercises
  • a book of published articles by Scott Alden on issues covered
  • a standard form contract to take away
  • USB containing all course materials.

Who will attend?

Managers, Directors, Officers and Heads of:

  • contracts
  • procurement
  • purchasing
  • assets
  • commercialisation
  • supply chain
  • finance
  • sales
  • projects
  • business development.

About your trainer

Practising for in both the private and public sector, Scott works on large strategic projects and infrastructure projects, and advises clients in relation to commercial contracts, procurement and probity.

Scott has specific expertise in government and commercial law, infrastructure projects, general contractual and legislative advice and the tendering process and commercial contracts of all kinds and sizes and for all industries.

Scott has experience in major developments such as government capital and services procurement and infrastructure contracts and performance.

Scott is also highly regarded in the areas of government, water, defence, public transport infrastructure (buses, trains and ferries), IT requirements, tertiary institutions (universities) and ports.

Scott is a member of the Law Council Building and Construction (Infrastructure) Committee, a guest lecturer at the University of Melbourne (Masters of Construction Law Program), past chair of the Business Law Committee of the Law Society of NSW, as well as a past Councillor of the NSW Law Society and current executive member of the Commonwealth Law Association.

Seminar agenda

Contract Formation Essentials

Law of Contract – essential prerequisites

  • Myths and errors
  • Use of Standard Form Contracts (including exercise on types of Standards and gaps in the standards)
  • Understanding offers, acceptances and invitations to treat
  • Identifying the parties – types of parties and the impact on contract formation
  • Offer vs. Invitation to Treat – what is the difference?
  • Capacity and Delegation (including reference to published recent article on delegation and exceeding authority)
  • Contract vs. Deed
  • Issues with contract formation (including exercise on contractual certainty)

Defining Contract Formation During Negotiation and Battle of the Forms


  • Heads of Agreement – explained and explored

  • What is a Heads of Agreement?
  • Are Heads of Agreement different from a letter of intent, MoU or Letter of Understanding?
  • Types of Heads of Agreement
  • Why use Heads of Agreement?

Engaging the market – contractual issues in the tender process

  • The difference between an RFP and an EOI
  • The tender process and contractual liability (using a published article on the most recent legal case on tendering in Australia)
  • The process contract explained and explored
  • Contractual damages and the tender process
  • How to structure RFPs
  • How tenders are assessed and getting the selection right
  • Avoiding risks in the tender process
  • Probity- what it is and why we have it
  • Managing the Procurement.

The Process Contract - Exclusion of Contract and Excluding Liability

Intellectual Property

  • The Law on IP and who owns what
  • Dealing with IP in contracts
  • Understanding IP ownership and IP licensing.

Liability, Indemnity, Warranties and Insurance

Overview of contractual risk

  • Risk in a contractual sense
  • Risk Identification and Management- (including a simulated Risk Identification Workshop)
  • Liability and Limitation / Exclusion of Liability
  • The use of indemnities and tips on negotiation
  • Consequential Loss- What it means
  • Non-contractual risk mitigation tools.

Risk Allocation (participants will work in groups to consider appropriate risk allocation in a dummy project)

Transferring Risk

  • Insurance
  • Other mechanisms to meet contractor liabilities, including parent company guarantees, deeds of substitution and indemnity and comfort letters.

Managing Contracts through a Recession

  • Managing contracts through boom and bust – why is it different now?
  • Getting the selection right
  • Understanding contractual rights and mechanisms to manage contractor / subcontractor solvency risk.

Breach of Contract


  • Contractual right to terminate vs. common law right to terminate
  • Termination for convenience.

Contractual Damages

  • Types of contractual damages
  • Heads of damage
  • How to assess contractual damages
  • Types of loss explained and explored
  • How to mitigate damages.

Dispute Resolution

  • Is litigation the only option?
  • Expert determination vs. mediation – the difference
  • Arbitration vs. litigation.

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