Free knowledge to monitor the world of events. Have a look at our must read Blogs on Pharma, Finance, HR, Health and Cross Industry.
Learn how to Draft Quality Contracts
A contract is one of the most important components of any industry or corporation, and conducting business or engaging in any form of collaboration without one may be a nightmare for all parties involved.
When two parties engage into a contract, all of their obligations and the contracts other clauses become obligatory on each of them, and if one of the clauses is broken, the one who broke it is held culpable. As a result, contracts hold parties accountable to one another, improving the quality of labor.
What do lawyers in law firms, in-house counsels, independent business lawyers, and company leaders spend the majority of their time working on? They are almost always drafting, revising, or negotiating a contract. Contract drafting is a lucrative business. You can do this without going to the court or the client's location if you sit in one place. Many lawyers earn well by contract drafting for other lawyers who are busier.
How do you learn contract drafting, though? It is not something that is taught in law schools. Even though contract law is one of the fundamental disciplines taught in law school, many lawyers are still unable to create commercial agreements. Most lawyers must learn it on the job, from seniors who may or may not have the time or ability to instruct. It's one of the main reasons why new lawyers have a hard time in their first few years.
What is a Quality Contract?
The quality contracts have been scrutinized by relevant authorities all around the world. Rather, it is not like any other contracts. Two or more people sign into a quality contracts for the goal of manufacturing, supplying, and servicing drugs while maintaining and not compromising their quality. These agreements are created largely to ensure the quality of the pharmaceuticals that will be manufactured, as well as to comply with government rules and/or legislative requirements, as determined by the relevant authorities.
Requirements of a Quality Contract
Your company's success will be determined by the contracts it uses. When things don't go as planned, well-written agreements help safeguard your company's rights and provide contingencies. To take advantage of these benefits, you must first draft a legitimate contract. The 4 requirements of a Quality Contract as follows:
An offer is a declaration made by one side to the other. It denotes their ability and motivation to fulfill the contract's requirements. Offers are typically products and services that are sold to a single person or business.
The element of intent means that they agree to carry out their legal obligations unless stated otherwise.
The other party's acceptance of the offer's terms and conditions is known as acceptance. Any modifications to the existing request will necessitate a fresh acceptance by the receiving party. If they don't like the changes to the original contract, the element of acceptance isn't reached, then the contract becomes void.
The final requirement of a legal contract is the exchange of consideration. The exchange of something valuable with another entity in order to carry out the contract's conditions is known as consideration.
How to Draft a Quality Contract from Scratch
Drafting a Contract is joyful enjoyment, but it seems little difficult to those who are not in to it. Here are the top things to do when drafting a quality contract.
1. Start with a plan
Even if the bulk of the contract must be written from scratch, there's no reason why the agreement's bones can't be lifted from a previous agreement. Take the parties' names, signature clauses, and some boilerplate from somewhere else to get a basic idea of the contract's form. Once you've gotten this far, it also doesn't feel as intimidating as a blank piece of paper, so you may deceive yourself into feeling less intimidated.
2. Target on operative specifications
You'll need a basic notion of which party will do what and to whom, as well as when and how they'll do it. Hopefully, your client has specified at least some of these items, but they could also come from your own previous experience with similar transactions. It's critical to include a scope provision in the beginning of the agreement that describes what the agreement covers in general. You can come back to it later to remind yourself of what you're aiming for.
3. Deal with the Rights
Consider any rights that may arise from the agreement's subject matter and who should own them. You'll have to answer a number of questions.
4. Draft with the thoughts of Risks
The next step is to analyze all of the things that could go wrong over the course of the contract's existence. Try to think of some feasible scenarios, regardless of how unlikely they are or if they will cause any problems if they do occur. Once you've compiled your list, consider how probable each item is to occur and what impact it will have on your company.
5. Use good English
When you writing a contract as long as the English is clear and the message cannot be misunderstood, then the wording is doing the job it is there to do.
6. Use better language and structure
After you've outlined the key points to cover, go over them again and make any required changes. If your first rough draft consisted of casual bullet points and partial phrases, formalize it. Check for anything that feels cumbersome or needs to be broken down in a new way, and tighten up any wording that needs to be tightened.
7. Understand when to stop
There comes a moment when you have to quit tinkering and accept what you have. It is possible that you will have the opportunity to make some final tweaks later, so it does not have to be the final product. Send the draft to an internal client if at all possible, as this will serve as an excellent test of your drafting to see if they comprehend what you've written and if it functions the way you planned.
Do you want to understand more about How to Draft Quality Contracts in Pharma? Join us at the Pharma Analysing and Drafting Commercial Contracts MasterClass on 22th to 25th February, 2022.
Also check our In-house Training for your employees and team development.
By Fazmi Zakam, Junior SEO Executive, GLC Europe, Colombo Office, Sri Lanka.