The 2 Months Certificate Course on & Contract Drafting & Negotiation Course starts on June 6, 2026
Master Contract Drafting & Negotiation that actually gets deals done!
INSTRUCTED BY INDIA'S TOP CORPORATE LAWYERS:
Shrutikirti Kumar
Partner
Shardul Amarchand Mangaldas & Co.
Sayantani Dutta
Independent Consultant Ex-Partner, Dentons Link Legal
Gauri Khanna
Partner
SAMVĀD
Rashneet Kaur
Counsel
Khaitan & Co.
Udita Kanwar Chavan
Partner
Willow Legal
Vishal Rakhecha
Senior Associate,
Trilegal
Shriya Maini
Advocate on Record Supreme Court
Career growth in law accelerates when you can draft contracts and negotiate independently.
Every serious legal role today including law firm associate, in-house counsel, litigating lawyer, startup advisor etc. demands clear, commercially sound and negotiation-ready contracts.
Yet most lawyers learn contracts by trial, error, and fear of making mistakes.
This can be fixed immediately.
Join the 28th Batch of Bettering Results’ Contract Drafting & Negotiation Certificate Course and learn how real contracts are drafted, reviewed, negotiated, and enforced in practice.
Batch Starts: 6th June, 2026
Schedule: Live weekend classes
Mode: Online | Interactive | Practical
Enroll Now & Secure Your Seat!
Trusted by India's Top Corporates & Government
- Legal teams of Adani Group
- Legal & compliance professionals from Hindalco Industries Limited
- Officers trained from LBSNAA
- 30,000+ lawyers, in-house counsels & civil servants trained
- 500+ corporates & institutions served
Why Most Lawyers Struggle With Contracts
Law school teaches what a contract is, not how it’s actually drafted
Juniors copy-paste clauses without understanding risk allocation
Negotiations feel intimidating because no framework is taught
One badly drafted clause can cost clients crores
What This Course Fixes
This program fixes the real gap: lawyers are rarely trained the way contracts are actually handled on high-value deals.
This course fixes that by helping you:
- Move from template-based drafting to deal-grade drafting
- Understand clauses the way senior deal lawyers do
- Replace guesswork with law-firm redlining workflows
- Bring structure and confidence into negotiations
- Build institutional-level contract review judgment
- Prevent disputes before they arise
That’s why institutions and corporate legal teams trust Bettering Results for training.
Learn from Lawyers who have done this at scale
Mentors include professionals from:
- JSA
- Shardul Amarchand Mangaldas & Co
- Khaitan & Co.
- SAMVĀD
- Willow Legal
You’re not learning from trainers.
You’re learning from practitioners.
WHAT WILL YOU LEARN?
Module 1
Basics of Contract Law & Landmark Judgments
- Essential elements of a valid contract (Sec. 10) with real clause illustrations
- Offer, acceptance, communication and revocation (Sec. 3 to 9), including e-mail, WhatsApp and click-wrap contexts
- Types of contracts: express, implied, executed, executory, unilateral, standard form
- Void, voidable, void ab-initio, illegal and unenforceable, and why the distinction matters in litigation
- Pledge vs bailment; indemnity vs guarantee, and their drafting implications
- Quasi contracts (Sec. 68 to 72) and restitution
- Landmark judgments: Balfour v Balfour, Carlill v Carbolic Smoke Ball, Mohori Bibee, Satyabrata Ghose, Lalman Shukla, Trimex International v Vedanta
Module 2
Pre-contractual Instruments
- Term Sheet structure, binding vs non-binding clauses, exclusivity, break fees
- Letter of Intent, and when Indian courts have held LoIs to be binding
- Memorandum of Understanding, enforceability and practical drafting
- Confidentiality undertakings at the pre-contract stage
- Which clauses should always be binding: confidentiality, exclusivity, governing law, dispute resolution, costs
Module 3 & 4
3. Drafting of following important clauses- Part 1
- Parties clause for different entity types: individual, sole proprietorship, LLP, private company, partnership, trust, HUF, foreign entity
- Recitals and Background, and how courts use recitals to interpret ambiguity
- Definitions and Interpretation clause, ordering, capitalisation, ‘includes’ vs ‘means’
- Representations and Warranties: the distinction, survival, disclosure schedules
- Conditions Precedent vs Conditions Subsequent, and drafting the Long Stop Date
- Term, renewal, termination (for cause and for convenience) and survival
- Signature blocks, witnessing, execution in counterparts, e-signatures under the IT Act, 2000
4. Drafting of following important clauses- Part 2
- Assignment and change of control, anti-assignment carve-outs, deemed assignment triggers
- Confidentiality: definition of Confidential Information, carve-outs, residual clause, survival
- Indemnification: scope, caps, baskets, de minimis, tipping vs deductible, third-party claims procedure
- Limitation of Liability: direct vs indirect / consequential, super-caps, carve-outs (IP, confidentiality, wilful misconduct)
- Force Majeure, post-COVID drafting, pandemic as a named event, mitigation obligations
- Breach, cure periods, specific performance, liquidated damages (Sec. 73 and 74, ICA)
- When to push content into Annexures and Schedules
Module 5
5. Shareholder Agreement and Share Subscription Agreement
- SSA structure: subscription mechanics, CPs, closing deliverables, escrow
- SHA: reserved matters / affirmative vote items, board composition, quorum
- Anti-dilution (full ratchet vs broad-based weighted average), pre-emptive rights
- Tag-along, drag-along, ROFR, ROFO, and when each applies
- Liquidation preference (1x non-participating vs participating) and waterfalls
- Exit rights: IPO, strategic sale, put option, buyback, and FEMA restrictions
- Founder lock-in, vesting, good leaver and bad leaver
- Interplay with the Companies Act, 2013 and the Articles of Association
Module 6
Drafting Exercise (Contract Lab)
- Problem statement circulated 48 hours in advance
- Breakout rooms: groups of four or five draft assigned clauses
- Mentor rotates across rooms and gives live feedback
- Group presentations followed by peer review
- Rubric-based scoring: clarity, precision, risk allocation, enforceability
Module 7
Master Service Agreement
- MSA vs SOW (Statement of Work) structure and why the split matters
- Scope, deliverables, acceptance criteria, milestones
- Payment terms, invoicing, TDS, GST, late payment interest
- IP ownership: work for hire vs licence back, background IP vs foreground IP
- Service levels (SLAs), service credits, termination for chronic breach
- Data Processing Addendum under the DPDP Act, 2023 and GDPR where cross-border
- Subcontracting, key personnel, non-solicitation
Module 8
Manufacturing and Supply Agreement, Power of Attorney
- Manufacturing and Supply: exclusivity, Minimum Order Quantity, forecasts, take-or-pay, quality and inspection, product liability
- Pricing mechanisms: fixed, cost-plus, indexed, price review clauses
- Warranty, recall and product liability indemnity
- INCOTERMS 2020 (FOB, CIF, DDP and others), and which party bears which risk
- PoA: general vs special, scope, revocation, durability
- Registration and stamping of PoA (state-wise variation), notarisation and apostille for foreign use
Module 9
Loan Agreement and Mortgage Deed
- Loan Agreement structure: facility, drawdown, repayment, interest, default interest
- Representations, financial covenants, information covenants, negative covenants
- Events of Default: cross-default, Material Adverse Change, cure periods
- Security package: hypothecation, pledge, mortgage, guarantee
- Mortgage Deed types: simple, English, equitable, and registration under the Registration Act
- SARFAESI Act, 2002: enforcement mechanics every drafter must know
- Stamp duty on loan and mortgage documents (state-wise)
Module 10
IP Assignment Agreement
- Assignment vs licence: the binary choice
- Present vs future IP (Sec. 18 Copyright Act; Sec. 37 Patents Act)
- Moral rights, unassignable under Indian law, and the workarounds
- Warranties on ownership, non-infringement, chain of title
- Consideration, and why ‘nominal’ consideration is a red flag in due diligence
- Recordal at the Trade Marks Registry and Patent Office
Module 11
Cloud Computing Services and Software Development Agreements
- SaaS vs PaaS vs IaaS and how the contract structure differs
- Software Development Agreement: scope, methodology (waterfall vs agile), acceptance, IP
- Source code escrow: when to insist on it and how it works
- Data Processing Addendum, sub-processor consent, data localisation
- DPDP Act, 2023 obligations on data fiduciaries and processors
- Cross-border: GDPR Standard Contractual Clauses, adequacy decisions
- Uptime SLAs, RTO and RPO, disaster recovery, business continuity
- Audit rights and security certifications (SOC 2, ISO 27001)
Module 12
Licence Agreement, Lease Deed, Sale Deed
- Licence vs Lease: the distinction (Associated Hotels of India v R.N. Kapoor)
- Leave and Licence Agreement, for residential and commercial use
- Lease Deed: term, lock-in, rent escalation, security deposit, maintenance, exit
- Sale Deed: title chain, encumbrance, indemnity, handover
- Registration Act, 1908, and compulsorily registrable documents
- Stamp duty across Maharashtra, Karnataka, Delhi and Tamil Nadu (state-wise)
- RERA implications where applicable
Module 13
Dispute Resolution in Contracts
- Governing law vs jurisdiction vs seat of arbitration: the three-part distinction
- Arbitration: institutional (SIAC, ICC, MCIA, DIAC) vs ad-hoc
- Drafting the arbitration clause: seat, venue, language, number of arbitrators, emergency arbitrator
- Multi-tier dispute resolution: negotiation, mediation, arbitration
- Mediation Act, 2023 and its impact on contract drafting
- Arbitration and Conciliation Act, 1996, recent amendments and the 2024 draft Bill
- Enforcement of foreign awards under the New York Convention
Module 14
Employment Contract and Non-Disclosure Agreement
- Employment contract: appointment, role, probation, compensation, ESOPs, leave, termination
- Restrictive covenants: non-compete (Sec. 27 ICA, largely unenforceable post-termination in India), non-solicit, garden leave
- Moonlighting clauses and the recent debate
- NDA: unilateral vs mutual, definition of Confidential Information, term of confidentiality and survival
- PoSH Act, 2013 compliance in employment contracts
- Interplay with the four Labour Codes, when notified
Module 15
Contract Negotiation Basics
- Interest-based vs positional negotiation
- BATNA, ZOPA, anchoring, framing
- Preparing a negotiation playbook: ideal, acceptable, walk-away for each clause
- Handling aggressive counterparties, silence, deadlines
- Negotiating over email vs video vs in-person
- Cross-cultural negotiation: India to US, India to Japan, India to EU
- When to escalate and when to concede
Module 16
Contract Review, including AI-Assisted Review
- Review techniques: first-pass, risk-based, playbook-driven
- Identifying issues: ambiguity, inconsistency, missing clauses, off-market terms
- Risk assessment matrix: likelihood multiplied by impact
- Contract Review Checklist
- Pre-signing diligence: authority, stamp duty, registration, KYC
- AI tools overview: Spellbook, Harvey, Lexis+ AI, CoCounsel, Luminance
- Prompt engineering for contract review using ChatGPT or Claude responsibly
- Confidentiality, privilege and hallucination risks with AI tools
Module 17
Breach of Contract and Remedies
- Types of breach: anticipatory, actual, fundamental
- Remedies under Sec. 73 to 75, ICA: damages, specific performance, injunction, quantum meruit, rescission
- Specific Relief (Amendment) Act, 2018: specific performance is now the norm, not the exception
- Liquidated damages vs penalty (Fateh Chand, Kailash Nath Associates)
- Injunctions: mandatory vs prohibitory, interim relief under Sec. 9 of the A&C Act
- Mitigation of loss
Module 18
Freelancing as a Contract Drafter
- Platform setup: Upwork, Fiverr, LinkedIn, Contra, Lawyered.in
- Writing a winning profile, portfolio and proposal
- Pricing models: hourly, fixed, retainer, per-clause
- Client intake, engagement letter, scope creep management
- Invoicing, GST registration (threshold of Rs. 20 lakh for services), TDS
- Receiving international payments: Wise, Payoneer, FIRC and FIRS compliance
- Building a referral engine through LinkedIn content
- Scaling: from solo freelancer to a small drafting practice
DURATION: 8 Weeks starting from June 6, 2026
WHO IS THIS COURSE FOR ?
- Law students & fresh graduates who want to enter law firms or corporate roles with confidence
- Junior & mid-level law firm associates handling commercial contracts
- In-house counsels & compliance professionals involved in drafting, reviewing, or negotiating agreements
- Litigators who want to strengthen their drafting fundamentals
- Professionals transitioning into corporate or transactional law
- Researchers and academicians
- Government officers
- Anybody having interest in contracts
EXCLUSIVE BENEFITS INCLUDING HARD COPY STUDY MATERIAL, RECORDING ACCESS & TEMPLATES :
- WEEKEND ONLY SESSIONS
- Live & Interactive sessions with the instructors
- Recording Accessible for 3 years
- Free Access to Hard Copy Study Material (by courier)
- Free Access to templates of important agreements on Website
- Free access to Manucontract’s E-book on Understanding Contracts
- Free access to E-book on notable Indian and International Judgments for Contracts
- Certificate on Completion
- Practical assignments and feedbacks by experts
HOW IS THIS COURSE DIFFERENT?
This is not another recorded course.
What makes BR different:
- Live, instructor-led weekend classes
- Trusted by top corporates, government and PSUs for training
- Hands-on drafting exercises & clause practice
- Real contract examples, not textbook samples
- Interactive discussions & Q&A
- Recordings available 24/7 for 3 years
- Designed for working professionals & students
Our learners work at following top law firms & companies:
Testimonials from BR Learners
Mr. Kulpati Jha, Senior Vice President, Adani Group
“Course contents are very appropriate and learners can easily correlate with their business scenario. My team had undergone this course in a different batch and they are more than satisfied with the learning.”
Mr. Mayur Jayantilal Gosrani, Chartered Accountant
Avanish Panda, Advocate
“Sessions have been interactive so far. Tutors have in-depth knowledge regarding the specific aspects of the subject they are teaching. Real-life examples shared by the tutors make it more interesting.”
Anand Reddy, Senior Executive, BizzHub Ventures Pvt Ltd
“The course was very useful to my individual growth and all the sessions were explained very clearly.”
Niranjana Rajulukumar, Lawyer
“I am glad to have found this course as it was my area of interest. This course was worth the money, time and effort put in. Although I have missed out on many of the live sessions, I’m truly relieved that the recordings of those sessions are available. The journey of the course was smooth and worry free. Kudos to the speakers and the support team as they were helpful during the course.”
Kiran Mohanty, Company Secretary, Harsha Engineers International Limited
“I was impressed with the course curriculum, which was taught by a faculty of experienced professional who demonstrated a deep understanding of their subjects.Their effective presentation skills made the learning experience engaging and fruitful. Personally I gained significant new insights in each subject area and although there is always room for further learning, I feel more knowledgeable now This newfound understanding will undoubtedly contribute to my professional growth. I am grateful to Bettering Results for offering this course.Thank you and all the best for future endeavours”
Success Stories
FAQ’s
Frequently Asked Questions
If you can’t find the answer you are looking for here, please contact our customer services care team.
It’s a live interactive training course conducted on weekends only. You also get recordings for 3 years so you can learn on weekends and revisit sessions anytime.
Live sessions are held on weekends (Saturday & Sunday) via Zoom. Each session is about 1 hour 30 minutes and includes a Q&A so you can clarify doubts directly with the instructors.
No worries! All sessions are recorded and uploaded to your account on the Bettering Results platform. You can watch the recordings unlimited times for 3 years at your convenience.
Yes! You’ll have 1–2 practical assignments and live exercises. You will be evaluated on drafting skills, legal acumen, and timely submission—with expert feedback to help you improve.
“The course was well structured and it had given me a insights of the various aspects of the contract drafting. Being a chartered accountant, we come accross a various contracts and documents. Your course has supported me in upgrading the knowledge with respect to the various contracts and has also boosted the confidence in the area of Contracts Drafting and Review.”