Business
ContractsCornell

Certificate Program

In today's fast-paced business environment, it is important to know the general legal framework governing contract law and the essential elements necessary to create an enforceable contract.

In this course, you will gain the tools you need to navigate legal contracts. You will spend time exploring various bodies of law, breaking down the elements necessary for an enforceable contract and recognizing opportunities to avoid the inadvertent creation of enforceable contractual obligations. Though this course does not teach you how to become a lawyer, it will enable you to become a better "client" to lawyers in your legal department or outside counsel. By the end of this course, you will become more skilled at recognizing possible legal issues at an early stage in order to avoid future contractual disputes.

How do you ensure a contract says what it means? This course provides tools to make certain that a contract reflects the goals of the parties and minimize the risk that a court will interpret a contract in a manner inconsistent with its intended business objectives.

In this course, you will explore how contract disputes arise as well as how and by whom they are resolved — an important starting point. You will become familiar with rules of construction that courts use when interpreting contracts and when courts infer terms — or fill the gaps — in contracts. You'll then redraft ambiguous language to promote clarity. This knowledge will put you in a better position to avoid unintended consequences of contractual provisions and ensure that your contracts reflect the business objectives they're designed to achieve.

The following course is required to be completed before taking this course:

• Creating Effective Contracts

Contracts should reflect business objectives in provisions that are clear, complete, and enforceable. In this course, you will study how various contract concepts relate to each other within a single document and how to approach an agreement with a holistic view.

You will explore how contractual provisions can be modified to allocate various risks to one party or another. This is an important skill; after all, which party will bear which risks in a particular transaction are often the most hotly negotiated terms of a deal. You will examine how to use contract provisions to allocate risk and control among parties to a contract. As a result, you will be better equipped to discuss with your legal team how to anticipate risks through an informed use of those provisions in your contracts.

The following courses are required to be completed before taking this course:

• Creating Effective Contracts
• Interpreting Contracts

During the life of a contract, things don't always go as planned. What happens when one or both parties fail to perform a contractual duty? This course explores various consequences resulting from non-performance of contractual obligations and available legal remedies. You will also review strategies for reducing damages for breach of contract and allocating contractual liabilities.

By the end of this course, you will have gained tools to work effectively with your legal team to use contract terms to limit, expand, or modify the remedies for breach of contract that the law would otherwise provide.

The following courses are required to be completed before taking this course:

• Creating Effective Contracts
• Interpreting Contracts
• Managing Risk in Contracts