Which clauses are most crucial in drafting and reviewing contracts? There are 9 clauses that AI can't teach you, often overlooked despite being the subject of many disputes. If you’ve been involved in negotiating or administering contracts, you’ve likely encountered these clauses. This program aims to address them right and at a high level. Not to be missed!
Description
Attend and earn 4 CPD hours
Chair:
John Steadman, General Manager of Procurement, Spark New Zealand
9.00am to 9.50am Contract Clauses Potpourri: Getting the basics right
- Deeds versus agreements: When is it appropriate to choose one or another
- Backgrounds and recitals: Understanding why recitals are included and their impact on the contract
- The importance of clear definitions: How to draft precise definitions and why they are crucial for contract clarity
- Governing law and jurisdiction clauses: Choosing the right governing law and jurisdiction to avoid legal conflicts
- General boilerplate clauses: Understanding and drafting standard boilerplate clauses like entire agreement, notices, assignment and delegation, and severability clauses
Presented by Mat Martin, Senior Associate, Lane Neave
9.50am to 10.35am Drafting and Managing Privacy and Confidentially Clauses
- Where do you need to focus your attention
- What are you actually putting in the contract
- How uncontrolled disclosure can lead to financial losses, missed opportunities, and reputational damage
- The essential parts of confidentiality clauses, including broadly defining "confidential information," specifying the narrow purpose for disclosure, and setting a realistic timeframe for obligations
- Different business scenarios, different drafting, different solutions
- Protecting sensitive information like pricing, intellectual property, and innovations
- Enforceability and best practices
Presented by Dr. Maria A Pozza, Director, Gravity Lawyers
10.50am to 11.35am Navigating Payment (and the Consequences of Non-Payment) Clauses
- Payment processes and terms
- Suspension for non-payment
- Cost fluctuations
Presented by Julia Flattery, Partner, Duncan Cotterill
10.35am to 10.50am Break
11.35am to 12.20pm Warranties, Indemnities, Liability and Insurance Clauses
- Common strategies for managing risk in your contracts
- Practical considerations when reviewing or drafting (including where risk may be unfairly or inappropriately allocated)
Presented by Colin Hunter, Senior Associate, Hesketh Henry
12.20pm to 1.15pm Dispute Resolution Clauses Help or Hinder?
- Dispute resolution clauses often have little scrutiny until the need arises
- Seen as “negative”
- Sometimes borrowed from elsewhere
- Need to be fit for purpose
- Clauses should provide clarity in terms of steps and process
- Should be Proportionate, prompt and cost-effective and involve the right people
Presented by Jonathan Forsey, Special Counsel, Duncan Cotterill
Learning Objectives:
- Understand how to define and manage service scope and delays in contracts
- Learn to draft confidentially clauses that protect sensitive information and avoid financial and reputational risks
- Explore the key elements of payment clauses and the impacts of non-payment on contract performance
- Identify strategies to manage risk effectively through warranties, indemnities, and insurance clauses
- Discover how to craft dispute resolution clauses that are clear, fair, and cost-effective
Presenters
Mat Martin, Senior Associate, Lane Neave
Mat is a specialist civil and commercial litigation lawyer based in Auckland. He has acted in a range of civil and commercial disputes, including in relation to insolvency, construction, contract, shareholder, employment and property-related matters. He has particular experience in dealing with complex litigation, providing accurate and timely advice to clients seeking to resolve difficult issues.
John Steadman, General Manager of Procurement, Spark New Zealand
John has 20 years’ experience in law. He spent 8 years in private practice in a variety of commercial and litigation roles before moving in-house to support the ICT business arm of Telecom New Zealand. John spent 8 years working for the Telecom/Spark in-house legal team in a variety of roles before moving into a commercial role for three years as the Head of Strategic Projects where he was responsible for the negotiation and contracting of $2b+ 4G network contracts, online media platforms Lightbox and Spark Sport and ran the 5G network negotiations. He is an experienced technology and telecommunications lawyer and was working for the Chorus legal team supporting the roll out of fibre across New Zealand before returning to Spark. John also regularly speaks and writes on legal topics. He has taught negotiation for the College of Law since 2011 and has studied at the Harvard Negotiation Institute.
Jonathan Forsey, Special Counsel, Duncan Cotterill
Jonathan is a Special Counsel in the Christchurch litigation and dispute resolution team. He has considerable experience across a broad range of civil litigation and alternative dispute resolution forums, including the Courts at all levels, specialist tribunals, arbitration, mediation and adjudication. Jonathan also works with clients on risk management, preparation and updating of policies and training. Jonathan has a wealth of experience dealing with contractual disputes, insolvency, director’s duties and administrative law. He deals with issues relating to construction disputes and their resolution. Jonathan advises clients on construction contracts issues, contracting, delay, variations, retentions and compliance issues, insurance and regulatory matters, as well as contract and negligence issues. He has a particular interest in how the sector responds to challenges arising from natural disasters, supply chain issues and disruption in the construction process. Jonathan has published articles and made appearances in panel discussions and in media in respect of Construction, Directors’ Duties, Debt Recovery, Internet, Media Law and related issues in New Zealand and overseas. Jonathan has been a board member and secretary of the Society of Construction Law New Zealand since 2018.
Dr. Maria A Pozza, Director, Gravity Lawyers
Dr Pozza is the Director and Principal lawyer of Gravity Lawyers. Her expertise includes: Commercial international space law, international military space law, domestic legislative frameworks over military and commercial uses in space as well as international law space law dealing with armed conflict and aggressive uses. She provides expertise in legal and technical frameworks concerning cybersecurity and IT, Unmanned Aerial Vehicles (UAVs), and technology laws. She has been the course coordinator for the University of Victoria’s Cyber Security and International Relations, as well as a lecturer for the International Relations course. As a prolific publisher, Dr Pozza has edited and published a book on Risk Management in Outer Space Activities – An Australian and New Zealand Perspective, as part of her Book Series titled Space Law and Policy. She has been involved in the development of numerous space law publications that range from academic articles, professional publications, guidance materials, and books. Dr Pozza has supervised at master’s level and is currently supervising at the PhD level with the University of Otago. Her expertise on international and national space law, is often called upon by a wide range of domestic and international clients and institutions.
Julia Flattery, Partner, Duncan Cotterill
Julia is an experienced construction lawyer who brings significant large-project build expertise. She regularly drafts project specific building contracts, subcontracts, consultant appointments, warranties, performance bonds and other ancillary contract documentation; and advises head contractors, subcontractors, consultants and funders in relation to contract packages.
Colin Hunter, Senior Associate, Hesketh Henry
Colin graduated from the University of Auckland with a Bachelor of Law (Hons) and was admitted as a Barrister and Solicitor of the High Court in 2016. He specialises in civil litigation, with particular expertise in maritime and insurance law. Colin excels at complex legal analysis and cross border claims. Colin has experience across a broad range of trade and transport disputes. He has acted on cargo (wet and dry), international trade, collisions, fires, ship repair, ship arrest and charterparty disputes. Colin has acted for many New Zealand insurers with respect to professional indemnity, directors and officers, income protection, construction works, property, life and disability, and marine insurance. He also has experience with offshore insurers and re-insurers to provide advice on New Zealand insurance law and registration as a New Zealand insurer. Colin has successfully argued before the High Court and supported litigation in the Court of Appeal and Supreme Court. He is a creative problem solver with strong legal knowledge and a pragmatic negotiation style. Prior to being a lawyer Colin was a jazz musician. He has given his time to teach Burmese refugees and students in need. He has a passion for cooking and has regularly cooked for Auckland’s homeless population. Colin has been a member of the Maritime Law Association of Australia and New Zealand since he was a law student. He has given talks at the branch and national conference on marine insurance and admiralty issues.
