This course is for foreign-trained LL.M. students. It teaches students basic principles and skills of drafting and analyzing transaction and other business agreements under U.S. law, with a focus on recognizing, and addressing through contractual provisions, key business issues in various transactional contexts, including asset purchases and sales, intellectual property licensing and employment agreements. While the course utilizes lectures to introduce various contract concepts and techniques essential for drafting and analyzing transaction and other commercial agreements, it requires that students complete in-class exercises and homework assignments as a means of building basic drafting skills and a solid understanding of the structure and operation of contractual provisions in a business transaction under U.S. law. Grades will be based on the graded assignments, good faith completion of ungraded assignments, and class participation.