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Commercial Contract Fundamentals: How to Review and Draft Commercial Contracts

Monday, July 11, 2022

Commercial contract review, drafting, and negotiation is a billion-dollar business.  Countless legal and non-legal professionals are engaged by organizations of all sizes to draft and negotiate sales, procurement, and partnership agreements both inside and outside of the organizations.  In addition, hundreds of millions of dollars are spent every year in connection with reviewing commercial contracts as part of acquisitions, investments, IPOs, and other strategic transactions, a process known as due diligence.

One of the biggest priorities of every General Counsel is to scale up their legal services to meet increasing business demands, while keeping the legal spend in check. Legal leaders need to tap into a bigger talent pool and usher in new technological innovations to achieve this objective, and a prerequisite to that is high-quality, scalable, and on-demand training. We created Commercial Contract Fundamentals to address this business imperative.

Register here.

What to Expect

The course is divided into nine modules, each of which deals with a distinct topic related to commercial contracts.

Module 1 provides an overview of the structure and terms of commercial contracts.

Modules 2 through 6 cover the following commercial contract fundamentals:

  • Terms & Termination
  • Assignment, Change in Control & Right of First Refusal/Offer/Negotiation
  • Limitation of Liability, Warranty Disclaimer & Indemnification
  • Intellectual Property Clauses
  • Restrictive Covenants

Module 7 is a tutorial on disclosure schedules and contract due diligence.

Module 8 includes a module on AI and commercial contracts, providing you with the skills to handle an AI-enabled future.

Module 9 focuses on legal ethics (this module is only required for legal professionals who will receive MCLE credit for this course).

Also included in this course are interviews with industry experts who share their views on hot topics and the day-to-day life of a general counsel, a commercial contract attorney, and an intellectual property attorney.

Program Structure

Each module begins with a series of 15-20 minute structured videos delivered by the course creator and instructor, Wei Chen, using slides with visual presentations and sample contract clauses.  Following the videos, students are asked to complete a self-graded quiz with approximately 15 questions.  Most modules also include contract review or drafting exercises that allow you to apply what you’re learning to real-life challenges.

This course is “asynchronous,” meaning that students can work at their own pace.  We suggest participants set aside approximately 2-3 hours per week to complete the assigned material.  While a syllabus is provided to guide the learning journey, students will have the flexibility to choose where to start based on their knowledge and experience.

Although some modules build on concepts from prior modules, each session is largely independent of the others. After finishing the final module, participants must complete the post-program survey in order to receive the course certificate.

Program Details

When & Where

  • The online course will launch on July 11, 2022.
  • Participants can complete the course requirements — approximately 30 hours of content — on their own schedule and are provided with a ten-week recommended schedule. However, they will have access to the course content and platform for one year.

Who Should Participate

  • Anyone who is interested in launching a career in commercial contract review, drafting, and negotiation
    • Contract review and e-discovery specialists
    • In-house commercial attorneys or contract negotiators
    • Law firm associates learning about how to conduct due diligence
  • Legal Tech product managers and leaders

No prior experience with, or knowledge of, commercial contracts is required!

Inaugural Tuition Rates

  • $1,200 general tuition

Special Rates

  • $800 for UC Berkeley alumni and government, nonprofit, and university employees
  • $800 for non-attorneys (MCLE credit not provided)
  • Group rate: 5 or more participants (30% discount); 10 or more participants (40% discount); 20 or more participants (50% discount)

Tuition will cover program access. If you qualify for one of the special rates, please email executive@law.berkeley.edu for instructions to access your tuition category.

If you are interested in financing this course, Sallie Mae provides competitive education loan programs for credit qualified borrowers.  For more information and to apply, visit the Sallie Mae website. If you decide to pursue such financing, please submit your application to Sallie Mae first and then contact us at executive@law.berkeley.edu. We will provide additional instructions on completing your registration.


This course has been approved for up to 10 MCLE credit hours — including 1.0 legal ethics credit hour — by the California State Bar.


Please contact executive@law.berkeley.edu.


For disability accommodation requests and information, please contact Lily Yang at lily_yang@law.berkeley.edu. Please attempt to make your service request with as much advance notice as possible.


Online Course/Program


Berkeley Law Executive Education

Events are wheelchair accessible. For disability-related accommodations, contact the organizer of the event. Advance notice is kindly requested.

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