Negotiating Enforceable Liquidated Damages Clauses in Business Contracts
Avoiding Enforceability Pitfalls With Carefully Drafted Provisions
Recording of a 90-minute CLE webinar with Q&A
This CLE course will outline considerations and best practices for business counsel when negotiating and drafting liquidated damages clauses in commercial contracts to increase the likelihood that a court or arbitrator will enforce the clauses.
Outline
- Drafting considerations for liquidated damages clauses
- Purpose and benefits of liquidated damages
- Scope of liquidated damages provision
- Cap/limitation on the amount of liquidated damages
- Language not to include in the liquidated damages clause
- Enforceability issues with liquidated damages clauses
- Reasonableness of liquidated damages at time of contract and at time of breach
- Difficulty of calculating actual damages
- Avoiding perception of liquidated damages as a penalty
Benefits
The panel will review these and other key issues:
- What considerations should business counsel take into account when drafting and negotiating liquidated damages provisions in commercial contracts?
- What enforceability challenges do parties commonly face when seeking to invoke a liquidated damages clause and how can they be overcome?
- How can boilerplate liquidated damages provisions result in unintended consequences?
Faculty
Rebekah R. Conroy
Shareholder
Walder Hayden
Ms. Conroy's practice is centered on complex business litigation, including products liability, RICO, contract and... | Read More
Ms. Conroy's practice is centered on complex business litigation, including products liability, RICO, contract and franchise disputes, as well as the representation of attorneys in ethics proceedings. She advises business owners how to effectively minimize risks and how best to approach and prevail in litigation.
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Shepard Davidson
Partner
Burns & Levinson
Mr. Davidson concentrates his practice in the areas of complex business torts, contract claims, real estate... | Read More
Mr. Davidson concentrates his practice in the areas of complex business torts, contract claims, real estate disputes, disputes involving closely held corporations and employment disputes. He counsels clients ranging from individuals to small businesses to multi-national companies and has extensive experience in virtually all phases of civil litigation.
CloseCraig R. Enochs
Partner
Reed Smith
Mr. Enochs represents clients in commodity and derivative transactions with a focus on wholesale and retail energy... | Read More
Mr. Enochs represents clients in commodity and derivative transactions with a focus on wholesale and retail energy transactions. His counsel includes advising on contract structures and risks and credit arrangements in wholesale and retail transactions. His experience includes structuring and negotiating highly structured custom agreements as well as standardized energy commodity master agreements.
CloseMichael J. Pike
Atty
Pike & Lustig
Mr. Pike concentrates his practice in the areas of complex-business litigation, contract claims, real estate disputes,... | Read More
Mr. Pike concentrates his practice in the areas of complex-business litigation, contract claims, real estate disputes, and complex-partnership litigation. He counsels clients ranging from individuals to small businesses to multi-national companies and has extensive experience in virtually all phases of civil litigation including, significant experience in Federal Court.
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