Course Description
This course demonstrates how “design thinking” can be used when drafting basic business contracts that provide positive incentives for the parties to perform their obligations. Reading assignments explain design thinking, the role of incentives in business, foundational concepts in law and economics relevant to business concepts and how transactional business law practice differs from litigation-practice. Students practice “aligning” basic business contracts with clients’ business goals through practical drafting assignments. These assignments permit students to compare and contrast the skills required to align contract language with transactional business goals for global multinational businesses, small and medium sized businesses and private individuals engaged in business. Students are trained to distinguish appropriate and inappropriate copying of contract language from “drafting precedents” and to carry out legal research on contract drafting issues for which there is no case law. One “capstone” assignment invite students to apply their new “incentive design” skills to drafting a law firm engagement letter for “value-based billing,” a new business law billing model that is replacing billable hours and contingency fees. A second “capstone” assignment invites students to research a contract drafting issue that highlights how the business ethics of Walmart differ from those of Toyota and the impact of that difference on the professional responsibility of attorneys.