Lecture

Contracting Process: Drafting, Specific Contracts

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In course

MGT-455: Practical business law

The course covers the fundamental concepts of business law from a practical standpoint, including contracts and company law, intellectual property, data protection and competition law, with a special focus on issues specific to start-up companies. ...

Description

This lecture covers the contracting process, contractual drafting, and specific contracts. It includes typical contractual clauses such as warranties, indemnification, confidentiality, and choice of law. Tax considerations and the purchase and sales agreement are also discussed. The instructor emphasizes the importance of understanding the minimal structure of a contract, typical contractual clauses, and the tax environment. Tips on drafting contracts, the use of models, and the tax implications are highlighted. The lecture further delves into the execution, signing, closing, post-closing, and termination phases of contracts, with a focus on punctual and ongoing obligations. Specific contracts like sale, lease, leasing, and employment are explained, along with security and confidentiality considerations.

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Related concepts (32)

Environmental tax

An environmental tax, ecotax (short for ecological taxation), or green tax is a tax levied on activities which are considered to be harmful to the environment and is intended to promote environmentally friendly activities via economic incentives. A notable example is carbon tax. Such a policy can complement or avert the need for regulatory (command and control) approaches. Often, an ecotax policy proposal may attempt to maintain overall tax revenue by proportionately reducing other taxes (e.g.

Specific performance

Specific performance is an equitable remedy in the law of contract, whereby a court issues an order requiring a party to perform a specific act, such as to complete performance of the contract. It is typically available in the sale of land law, but otherwise is not generally available if damages are an appropriate alternative. Specific performance is almost never available for contracts of personal service, although performance may also be ensured through the threat of proceedings for contempt of court.

Freedom of contract

Freedom of contract is the process in which individuals and groups form contracts without government restrictions. This is opposed to government regulations such as minimum-wage laws, competition laws, economic sanctions, restrictions on price fixing, or restrictions on contracting with undocumented workers. The freedom to contract is the underpinning of laissez-faire economics and is a cornerstone of free-market libertarianism.

Breach of contract

Breach of contract is a legal cause of action and a type of civil wrong, in which a binding agreement or bargained-for exchange is not honored by one or more of the parties to the contract by non-performance or interference with the other party's performance. Breach occurs when a party to a contract fails to fulfill its obligation(s), whether partially or wholly, as described in the contract, or communicates an intent to fail the obligation or otherwise appears not to be able to perform its obligation under the contract.

Sales tax

A sales tax is a tax paid to a governing body for the sales of certain goods and services. Usually laws allow the seller to collect funds for the tax from the consumer at the point of purchase. When a tax on goods or services is paid to a governing body directly by a consumer, it is usually called a use tax. Often laws provide for the exemption of certain goods or services from sales and use tax, such as food, education, and medicines. A value-added tax (VAT) collected on goods and services is related to a sales tax.

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