Contracts

January 17, 2015

CONTRACTS

1-What is Contract?

• A Contract is any agreement between two or more parties that a court will enforce because agreement creates legally binding obligations between parties.

2-What are the elements of a valid contract?

• Agreement

(Offer & acceptance)

• Consideration

(What to be considered)

• Competent parties

(Legal and mental ability to enter into binding contract.)

• Legal purpose

(Not against law)

3-How can Contracts classified?

• Bilateral & Unilateral Contracts

(Bilateral: Both offeror and Offeree make promises)

Ex: MR .B promises 20$ to MR. C to drive him to Cairo as soon MR.C promises to perform the act

(Unilateral: A promise (offer) is made by one party in return of a performance of a specific   act by the other party)

 Ex: Mr. B promise to pay Mr. C $5 to wash his car. The contract is not performed until Mr. C performs the act required.

• Valid, Void, Voidable, and Unen- forceable Contracts

Valid Contract: This contains all essential elements of a contract.

 Void contract: this is an agreement that lacks any one of the essential elements of a    contract or a subject of matter making performance impossible.

Ex. Mr. B, a competent party, sells Mr. C, a competent party, a stolen car for       $3000. Mr. C accepted. This is a void contract, because the essential purpose of legal contract is missing.

           Voidable Contracts:  It’s completely enforceable against all parties unless and until a party legally entitled decides to avoid the contract.

Ex: Mr. B, a minor, purchases equipment from Mr. C, an adult. Two days later Mr. B returned the equipment and asked for his money back. Because he is a minor, Mr. B has the right to avoid the contract.

Unenforceable Contracts: It’s legal in all respect but fail to meet some requirement of law.

• Formal & Informal Contracts

Formal: It’s a written Contract prepared with certain formalities.

              Ex. A check

             Informal Contracts:  It doesn’t require any particular formalities.

• Express & Implied Contracts

 Express Contracts: It’s the Contract in which the agreement is specifically stated.

Ex. A insurance policy

             Implied Contracts: It’s the one in which the parties form a Contract from their actions.

• Executory & Executed Contracts

Executory Contracts: It’s the Contract that has not been fully performed by one or all of the parties.

 Executed Contracts: It’s the one in which all parties have completely carried out their parts of the contract.

4-What is the Quasie contract?

• It’s created by the court, so that one party will not be unjustly enriched at the expense of the other party.

The Ways Culture Affects Negotiating Style

5-How do we define culture?

-Culture is defined as the socially transmitted behavior patterns, norms, beliefs and values of a given community.

6-The Top Ten Ways Culture Affects Negotiation Style

-Negotiation Goal (contract or relationship?)

-Negotiation Attitude (win/win or win/lose?)

-Personal Style (formal or informal?)

-Communication (direct or indirect?)

-Sensitivity to Time (high or low?)

-Emotionalism (high or low?)

-Form of Agreement (specific or general?)

-Building An Agreement (bottom up or top down?)

-Team Organization (one leader or consensus?)

-Risk Taking (high or low?)

7-How can culture affect your negotiation Goal?

• Looking for a contract or relationship
• Lawyers or People with military background will go for a contract with clear responsibilities, while, people with management or marketing experience preferred relationships.

8- How culture shape your negotiation attitude 

• win/win or win/lose attitude.
• win/win is best for people looking for long term cooperation.
• Some cultures prefer win/lose as they willing to get all the benefits from the deal.
• Professional background is also important.
• Multinational corporation investments in developing countries.
• Asymmetrical Negotiation.

9-How culture affects your sensitivity to time and team organization

• High or Low Sensitivity.
• Time is money, time to start and time to finish and take decision quickly.
• Punctual but slow to negotiate and make decision.
• Be persistent, have patience, move quickly when possible, deadlines can be changed.
• One leader or Group Consensus.
• Who take the decision, John Wayne style or team negotiation and decision making
• High power distance VS low power distance

10-How culture affects your form and construction of agreement

• General or Specific.
• Contracts based on general principles, if unexpected circumstances arise, parties should look to their relationship.
• Very detailed contracts try to anticipate all possible circumstances and events; we must refer to the contract.
• Bottom up or Top Down
• The contract will be the sum of a series of compromises and trade-offs.
• Agree on basic principles will be the skeleton upon the contract is built.

Language Crimes

11) What is meant By Language crimes?

-These illegal acts that are accomplished through language, not through physical acts.

12) What are the types of language crimes?

• Threatening التهديد
• Offering a bribe تقديم رشوة.
• Extorting أبتزاز
• Defamation التشهير
• Instigation التحريض
• Soliciting things الأغواء

13) What are the main Points the linguists focuses in the transcripts?

1. Listen of topic initiation.
2. Topic recycling. 7. Response strategies.
3. Interruption patterns. 8. Intonation markers.
4. Pause length. 9. Speech event structure.
5. Speech acts. 10. Internecine.
6. Ambiguity resolution. 11. Transcript accuracy.

14) What are the Misconceptions about defendants?

1) If they are on tape at all, they must be guilty of something; otherwise the police would not have been after them.

2) If they are guilty in one of the charges, they are probably guilty of the other charges as well.

3) The defendants hear, understand, and remember everything said by the agent or other persons in the taped conversation.

Cross culture

15-List 3 types of culture dimension or benchmark.

1-Power distance: the extent to which the less powerful member of an institution or an organization expects and accepts that power is distributed unequally.

2-uncertainty avoidance: the extent of which a member of society fell threatens by uncertain or unknown situation.

3-individualism: the tendency of people to look after themselves and immediate families and neglect the society.

16-state some types of organization relation to culture.

1-Adhocracy:

Flat organizational pyramid

The distance between management and workers are tend to be small

Less need for formalized rules and regulations

People can tolerate ambiguity in organizational rules.

2-professional bureaucracy:

Standardization in skills

Centralization of decision making

Order and compartmentalization.

3-full bureaucracy:

The most formalized

Organization dominated by rules, processes and hierarchical relations.

Predictability and control

Standardization of work process

4- Family bureaucracy:

Parallels extended families

Small

High Centralized decision making

Personal supervision

Less specialization of roles

Direct contact.

CLOSE THE DEAL

17-What are the five negotiating skills needed to close a deal?

• Be able to create an agreement template to ensure that important aspects of a negotiated  deal are properly memorialized
• Learn how to claim value or retain value at the closing stage of a negotiation
• Learn to identify the causes for stalemate and techniques to move past them
• Recognize bargaining traps and learn how to avoid or eliminate them
• Employ techniques during negotiation that builds a relationship between the parties

18-What is reaction needs to push the parties to agree?

• Diagnose the problem
• Re-examine goals to set are a realistic target.
• Engage the problem -solving techniques

19-What is the difference between Negotiation & Renegotiation?

20-Why renegotiation is different?

The parties know much more about each other having been through one negotiation

• Walking away from the deal is likely to be more difficult because of the investment of time and probably money.
• The renegotiation is probably taking place against back drop of bad feelings or disappointment expectations.

Mediation

21-what is the difference between mediation, litigation and arbitration.

Nile conflict

22-Advice the Egyptian negotiator for which game they have to play.

Lecture

Cognitive map no. 1

What is Dialogue, Bargaining & Negotiation?

What is text negotiation?

A participation of HARVARD univ.

Always In case of hard negotiations

A written proposal is always prepared by a mediator (lawyer for example)

And then circulated between the negotiated parties many times.

(this point needs further revision), [this point should be excluded from this contract]

The parentheses could be used in oral or written issues.

Helps to estimate the time frame required for the negotiations

Rounds of negotiations

Negotiated issues

Ex. Camp David accord bet. Egypt & Israel

What is meant by round & square brackets in text negotiation?

Answer (this point needs further revision), [this point should be excluded from this contract]

General Informations

Psychological contract = Implicit contract = not written but generally understood (may be from the environment)

مثل أن ترتدي المرأة عباءة في السعودية

Constructive ambiguity vs. negative ambiguity

UN Resolution no. 242

أحيانا يكون الغموض في اعداد نص العقد مقصودا لغرض ما متفق عليه من كل الاطراف مثل قرار 242

واحيانا أخري يكون مقصود لغرض خبيث, مثل اخفاء بعض بنود العقد التي سوف تسبب فائدة لأحد الاطراف فيما بعد

There are Computerized methods for negotiations but not common in our region, by special software.

To formulate a win- win scenario is much harder than zero sum game, but it’s more sustainable. You can review this book “Review beyond Micaville” book by Harvard

Cases

Cognitive map no. 2

Scenario method

Formulating BATNA

Discuss how scenario could be used in oral or written contract?

The brain storming point is useful in summarizing all the possible situations or conflicts that may come up or erupt during the contract life time then evaluate& formulate the normative scenario which will be the contract itself, also

Types of information

Missing information (معلومات غير متوفرة في الوقت الحالي)

Misinformation(معلومات خاطئة حصل عليها الطرفين)

Disinformation (معلومات مغلوطة سربها أحد الأطراف للأخر)

Perfect information

What is Legalistic cultures & Non legalistic cultures?

Logical reasoning:

1. Inductive: drawing a conclusion about an object that has not occurred, on the basis of previous observations or similar objects or events
2. Deductive: usually in math or geometry

بما ان: كل الكواكب في المجموعة الشمسية تدور حول الشمس

بما ان: بلوتو كوكب فيمجموعتنا الشمسية

اذن: بلوتو يدور حول الشمس

3. Abductive: rocking chair

Game theory

Is a study of how to mathematically determine the best strategy for given conditions in order to optimize the outcome?

The game theory walks in the same direction of the scenario building method, also provide guidance for you to determine which game to play in the negotiations

• Perfect vs. Imperfect information
• Sequential vs. Simultaneous moves
• Zero vs. non-zero sum
• Cooperative vs. conflict
• Single Play vs. Iterated

Types of game theory

• Zero sum game
• Non zero sum game
• Variable sum game
• Leader game
• Information game
• Alliance game
• Adversary game
• System game
• Utility – strategic game

Compare between the old school & the new school in formulating contracts?

Answer:

Compare between zero-sum contracts or submissive contracts(one way ticket)& negotiated contracts? How people negotiate ?