Contract Drafting & Negotiation

This simulation course teaches students how to draft and negotiate business contracts, drawing upon contemporary transactional practice and theoretical insights. Students work with a wide variety of typical provisions and agreements, refining their skills with personalized supervision and feedback. The course's drafting component deconstructs complex agreements into discrete elements, describes each element's underlying legal and business issues, and demonstrates how to translate a deal into clear, concise provisions organized within a coherent document. The negotiation component explores different bargaining approaches and imparts strategic and efficient techniques to reach agreements with counterparties. The course also covers related ethical issues and lawyering skills, including client interviewing and counseling. Class time is devoted to explaining principles and recommended practices, conducting simulated exercises, and reviewing student work. Grades are based on class participation and a series of homework assignments.