Contract Structuring and Compliance Training Course

Duration 5 days 10 modules · 33 contact hours
Level Intermediate Certificate on completion
Who attends Contract Managers, Procurement Managers and others
Fee from USD 1,100 KSh 95,000 for Kenyan organisations
Where 52 cities + online See dates by city
Next start 16 Nov 2026 Course code SD-CM-106

Before you join: Participants should have practical exposure to commercial, procurement, project or operational contracts, such as reviewing terms, managing suppliers, raising purchase orders, monitoring delivery or supporting contract approvals.

Dates & prices

Two start dates a month in every city, and live online on weekdays or weekends. Fees are per participant; classroom fees include tuition, materials, lunch and refreshments, and the certificate.

Suggest a date or city

Showing the next six months. Later dates, other cities and private deliveries for your team are available on request.

Course overview

Poorly structured contracts create avoidable cost, delay, compliance exposure and dispute risk. Vague scope descriptions, weak acceptance criteria, unsuitable pricing mechanisms and unmanaged changes can turn an apparently sound commercial arrangement into a source of claims and operational disruption. Contract managers, project leaders and procurement professionals need to translate business requirements into enforceable terms, administer obligations consistently, and maintain records that support decisions when performance deteriorates.

This course develops the practical skills required to structure, negotiate and manage contracts from pre-award planning through close-out. Participants work with scope, pricing, risk allocation, liability, indemnities, compliance clauses, change control, notices, claims and termination provisions. The programme examines common contract forms and drafting techniques, including clause hierarchy, order of precedence, measurable service levels, contractual remedies and governance arrangements. Participants learn to assess proposed terms against commercial objectives, operational realities and applicable compliance requirements.

Teaching combines focused instructor briefings with contract case analysis, drafting reviews, negotiation simulations, group exercises and application planning. Cases reflect supplier agreements, construction and infrastructure projects, outsourced services, technology procurements and regulated third-party relationships. Participants leave with a practical contract control pack containing reusable templates for risk allocation, obligations management, change control, compliance checks and contract health reviews. A certificate of completion is issued to participants who complete the five-day programme.

The course is suited to professionals who already work with contracts and need greater confidence in structuring terms, controlling delivery and handling contractual issues before they develop into formal disputes.

What you will be able to do

  • Construct contract structures that align scope, pricing, risk allocation and governance requirements
  • Draft measurable scope statements, acceptance criteria and performance management provisions
  • Select suitable pricing models and payment mechanisms for different delivery arrangements
  • Assess liability, indemnity, insurance and relief-event clauses against identified risk scenarios
  • Apply ISO 37301-informed controls to third-party compliance and contract administration
  • Prepare negotiation plans using BATNA, reservation points and conditional concession strategies
  • Manage variations, notices, claims and remedial actions using contractual evidence requirements
  • Produce a contract governance and health-check plan for an active agreement

Benefits of attending

For you

  • Draft clearer scope, acceptance and change-control provisions
  • Challenge unsuitable supplier terms with structured commercial reasoning
  • Handle notices and variations before entitlement becomes disputed
  • Build defensible records for performance reviews and claims assessments
  • Contribute more effectively to legal, procurement and project negotiations

For your organisation

  • Fewer disputes caused by ambiguous scope and undocumented changes
  • Better allocation of delivery, financial and compliance risks
  • Stronger evidence trails for audits, claims and supplier reviews
  • More consistent contract administration across projects and suppliers
  • Improved control of third-party compliance obligations and renewals

Course modules

10 modules over 5 days

Participants can map a contract lifecycle and establish the core controls required for accountable contract management.

  • Contract lifecycle map from sourcing strategy through close-out and records retention
  • Distinguish binding terms, representations, conditions, warranties, and indemnities
  • Allocate obligations using deliverables, acceptance criteria, milestones, and dependencies
  • Identify authority limits, delegation controls, and approval-gate evidence
  • Apply RACI matrices to contract administration responsibilities and handoffs
  • Classify contract risks by probability, impact, ownership, and response

Participants can convert operational requirements into measurable contractual scope and performance provisions.

  • Translate business requirements into scope statements, specifications, and measurable outputs
  • Draft acceptance criteria using objective tests, tolerances, and evidence requirements
  • Control scope boundaries through assumptions, exclusions, interfaces, and precedence clauses
  • Structure milestone schedules with dependencies, hold points, and completion definitions
  • Use SMART performance measures without creating unintended supplier incentives
  • Reconcile statement-of-work language with schedules, drawings, and technical annexes

Participants can select pricing and payment arrangements that support delivery assurance and cost control.

  • Compare lump-sum, remeasurement, cost-reimbursable, and target-cost pricing models
  • Build payment schedules tied to verified milestones and acceptance evidence
  • Calculate price-adjustment mechanisms using indices, baselines, and adjustment formulas
  • Set retention, advance-payment, and performance-security provisions proportionately
  • Draft invoicing requirements, tax treatment, and disputed-payment procedures
  • Assess open-book cost controls and audit rights for reimbursable work

Participants can evaluate contractual risk allocation and recommend proportionate protection mechanisms.

  • Construct risk allocation matrices from controllability, insurability, and pricing evidence
  • Distinguish force majeure, hardship, change-in-law, and relief-event clauses
  • Set liability caps, exclusions, and carve-outs against plausible loss scenarios
  • Align indemnities with third-party claims, insurance, and defence-control provisions
  • Specify insurance classes, limits, deductibles, and certificate verification
  • Test consequential-loss wording against delay, data, and property damage exposures

Participants can build contract controls for key third-party compliance obligations and evidence requirements.

  • Apply ISO 37301 principles to contract compliance roles and controls
  • Screen anti-bribery, sanctions, export-control, and conflict-of-interest contract risks
  • Build third-party due diligence requirements into onboarding and renewal clauses
  • Set data protection obligations for personal data processing and breach notification
  • Document audit trails for approvals, gifts, conflicts, and supplier certifications
  • Address modern slavery, human-rights, and sustainability reporting commitments

Participants can improve contract clarity, document hierarchy and amendment control using disciplined drafting methods.

  • Use clause hierarchies to resolve conflicts between agreements and attachments
  • Draft definitions that limit ambiguity, circularity, and unintended scope expansion
  • Apply plain-language principles while preserving legal effect and commercial precision
  • Create order-of-precedence clauses for specifications, proposals, and amendments
  • Control incorporation by reference, hyperlinks, and versioned external documents
  • Redline amendments with issue logs, fallback positions, and approval routes

Participants can prepare and conduct structured negotiations on commercial terms and contractual risk.

  • Prepare negotiation plans using BATNA, reservation point, and bargaining range
  • Separate interests from positions during commercial and risk-allocation negotiations
  • Sequence concessions through conditional trades and package proposals
  • Use term sheets to record provisional agreements and unresolved issues
  • Test supplier proposals against should-cost assumptions and risk pricing
  • Escalate non-negotiable clauses through defined governance and legal review

Participants can administer active contracts through disciplined obligation tracking, notices and approved variations.

  • Establish contract administration plans with calendars, owners, and evidence repositories
  • Run kickoff meetings against obligations registers, milestones, and communication protocols
  • Maintain obligation registers linking clauses, owners, dates, and status
  • Process variations through notice, impact assessment, approval, and documentation
  • Manage notices using contractual time bars, service methods, and records
  • Monitor supplier performance through dashboards, meetings, and corrective-action tracking

Participants can identify emerging disputes, preserve evidence and select proportionate contractual responses.

  • Recognise early warning signs of delay, disruption, nonconformance, and payment disputes
  • Preserve contemporaneous records for entitlement, causation, quantum, and mitigation
  • Assess claims against notice requirements, substantiation, and contractual remedies
  • Apply negotiation, mediation, adjudication, arbitration, and litigation escalation options
  • Calculate delay damages, service credits, and liquidated damages under contract terms
  • Plan termination, suspension, cure notices, and transition support controls

Participants can establish governance reporting, assess contract health and plan priority control improvements.

  • Design contract governance forums, escalation paths, and decision-rights matrices
  • Use compliance dashboards to report obligations, exceptions, and overdue actions
  • Conduct contract health checks against performance, risk, financial, and compliance indicators
  • Prepare renewal decisions using value, performance, market, and risk evidence
  • Close contracts through final acceptance, releases, records, and lessons learned
  • Produce a 90-day application plan for priority contract-control improvements

Exercises and examples are adapted to each cohort's sectors and roles.

What you take back to work

  1. Contract risk allocation matrix
  2. Scope and acceptance criteria template
  3. Contract obligations register
  4. Change-control and notice checklist
  5. Third-party compliance control checklist
  6. Contract health-check dashboard

Who should attend

  • Contract Managers — responsible for administering obligations, changes, claims and renewals
  • Procurement Managers — need stronger commercial terms and supplier risk controls
  • Project Managers — manage delivery dependencies, milestones, notices and contractor performance
  • Legal Counsel — support commercial teams on contract risk and drafting quality
  • Operations Managers — oversee outsourced services, service levels and supplier remedies
  • Compliance Managers — require contractual controls for third-party regulatory obligations

Skills and tools covered

Contract risk allocationCommercial draftingCompliance controlsContract negotiationChange managementClaims administration

Tools and standards

ISO 37301 Compliance Management Systems, FIDIC Conditions of Contract, NEC4 Engineering and Construction Contract, RACI matrix

How the course runs

Training methodology

The course uses short instructor briefings to establish methods, followed by contract cases, clause reviews, group analysis and negotiation simulations. Participants assess realistic commercial scenarios involving outsourced services, project delivery, supplier failure, compliance concerns and disputed changes. Drafting activities focus on improving scope, pricing, risk and governance provisions without replacing legal advice. Facilitated discussion compares alternative commercial positions and their consequences. Each participant develops an application plan and contract control materials relevant to their own role.

Requirements and prerequisites

Participants should have practical exposure to commercial, procurement, project or operational contracts, such as reviewing terms, managing suppliers, raising purchase orders, monitoring delivery or supporting contract approvals. They should understand basic contract concepts including offer, acceptance, obligations, payment and breach. Experience with a particular contract form is helpful but not required. The course does not require a law degree, formal legal training, advanced financial modelling or prior claims experience. It is not designed as an introduction for people with no exposure to contracts.

A typical training day

08:30 – 10:30First session
10:30 – 10:45Refreshment break
10:45 – 12:30Second session
12:30 – 13:30Lunch and networking
13:30 – 15:00Third session
15:00 – 15:15Refreshment break
15:15 – 16:30Workshop and daily review

Live online deliveries follow the same structure in East Africa Time, with shorter screen blocks and longer breaks.

What the fee includes

  • Instruction by a practitioner facilitator
  • Full course workbook and materials
  • Exercise files, templates and case studies
  • Refreshments and lunch on classroom deliveries
  • Certificate of completion
  • Post-course application plan

Frequently asked questions

Participants should already have some exposure to contracts through procurement, project delivery, operations, legal support or supplier management. A law degree is not required, but the course assumes familiarity with basic commercial contract concepts.

Participants may bring a redacted contract, statement of work, supplier issue or current contract-management challenge. Materials are optional, but using a familiar example can make the application planning more relevant.

The course is intended for contract managers, procurement professionals, project managers, operations leaders, legal counsel and compliance managers. It is particularly relevant for professionals managing complex suppliers, outsourced services, projects or regulated third parties.

This course focuses on commercial structuring, drafting quality, risk allocation and administration controls rather than legal theory alone. It also addresses what happens after signature: performance management, variations, notices, claims, renewals and close-out.

Participants can use the templates to review an active agreement, clarify obligations, strengthen change control or prepare a supplier negotiation. The course materials support practical discussions with project, procurement, legal and compliance colleagues.

Training runs from 08:30 to 16:30 each day, providing approximately 6.5 contact hours daily. The five days cover ten connected modules, using instructor input, contract cases, drafting reviews, group work, simulations and application planning.

Questions about this course?

Ask about dates, fees, group bookings or running it for your team. Our training team replies by email.

Ask on WhatsApp info@skillsetdevelopment.com

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