Course1

Live Replay: Undue Influence and Duress in Estate Planning

$79.00

Elderly and other clients with diminished physical or intellectual capacity are often the victims of undue influence or duress in disposition of their property.  They are often dependent on a caregiver, relative or other person for social interaction or essential mobility and functioning.  This makes them ripe for exploitation by the unscrupulous.  From a trust and estate planner’s perspective, undue influence and duress undermine the client’s true intent and jeopardize the validity of estate and trust instruments. This program will provide you with a world guide to spotting warning signs of undue influence and duress, drafting considerations, and the risks of litigation challenging trust and estate plans.   Undue influence and duress risks in trust and estate planning Elements of undue influence – motive, opportunity and actual exercise Understanding what constitutes duress How to spot warning signs or red flags of undue influence and duress Drafting considerations to preserve the true intent of a client and prevent challenges Court battles – burdens of proof, assessing likelihood of successful challenges   Speaker: Steven B. Malech is partner in the New York City office of Wiggin and Dana, LLP, where he is chair of the firm’s probate litigation practice group.  He is represents beneficiaries, fiduciaries and creditors in disputes involving alleged violations of the Prudent Investor Act and its predecessors, alleged breaches of fiduciary duty, disputed accountings, and will contests. He represents clients in cutting edge probate litigation matters involving trusts and estates with assets in the hundreds of millions of dollars. Mr. Malech received his B.A., with special honors, from the University of Texas and his J.D. from the Connecticut School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/6/2021
    Presented
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Live Replay: Equity & Diversity in Law Practice: Best Practices for Law Firms

$79.00

This program will provide you with a practical guide to diversity, inclusion, and equity in law firms and in clients. The program will discuss the value of diversity and inclusion, including how it fosters collegiality, greater client value, and organizational and personal growth.  The panel will look at real world case studies of what types of diversity training work and help law firms – and also review those types of training that do not work. The program cover best practices not only for law firms but also for advising clients on developing diversity, inclusion, and equity training and practices.   Types of diversity – internal, external, organizational, and world-view Racial and ethnic, generational and age, gender, socio-economic diversity Training to raise awareness of unconscious bias v. promoting allyship and inclusivity What types of diversity training work – and what types do not work? Best practices in helping law firms and their clients grow in diversity, inclusion and equity   Speakers: Michele Lomax is an attorney and consultant with extensive expertise in contract negotiation and diversity and inclusion. For more than ten years, she held legal and management roles for one of the nation’s premier consulting firms specializing in minority business economic development, supplier diversity, and diversity and inclusion. She has helped numerous Fortune 500 clients with their focus on compliance with diversity directives. In private practice, she has held leadership roles in acquisitions, corporate structuring, and management, negotiation and structuring of strategic partnerships, and project development. Ms. Lomax earned her B.A. from the University of Washington and her J.D. from the University of Chicago Law School. Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/23/2021
    Presented
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Course1

Drafting Special Needs Trusts for Vulnerable Clients

$79.00

Special Needs Trusts are designed to provide for the long-care of individuals who have physical or intellectual impairments and are unable to provide for themselves, whatever their age.  SNTs are intended to preserve the beneficiary’s eligibility for public benefits – Social Security, Medicare, and Medicaid – while maximizing the private resources of the beneficiary’s family.  Drafting distribution clauses and selecting the right trustee to make financial and health-care related decisions for the beneficiary are the essential steps in the planning process. This program will provide you with a practical guide to the types of SNTs, the situations in which each is most appropriate, preserving public benefit eligibility, distribution provisions, and trustee selection.   Planning and drafting issues with Special Needs Trusts Types of SNTs and eligibility standards Relationship of SNTs to public benefits – Social Security, Medicare, Medicaid, SSI Key considerations in drafting distribution clauses Choosing individual and institutional trustees, and the use of “pooled trusts” Administrative issues in SNTs   Speaker:  Martha C. Brown is an attorney at the law firm of Martha C. Brown & Associates, LLC in St. Louis, Missouri, where she has more than 25 years’ experience in the fields of elder law and estate planning.  She has an extensive practice advising the elderly and their families on their trust and estate planning matters with an emphasis on Special Needs Trusts.  She is a Fellow of the American College of Trust and Estate Counsel, a former board member and Fellow of the National Academy of Elder Law Attorneys, and a board member of the Special Needs Alliance.  Ms. Brown studied at the University of Bath, in Bath, England, received her B.A. from the University of Vermont, and received her J.D. from the University of Missouri-Kansas City.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/19/2021
    Presented
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Course1

Drafting Arbitration Agreements in Business and Commercial Transactions

$79.00

One of the biggest risks in most business, commercial, or real estate agreements is the risk of dispute and costly, protracted litigation. Arbitration agreements are one of the primary methods by which this substantial risk of loss is contained. Rather than the parties resorting to costly litigation, they are required to seek resolution of their dispute before a neutral arbiter, whose decision in the matter is final and cannot be litigated. Though these agreements are effective mechanisms for dispute resolution and cost containment, they are also highly controversial. This program will provide you with a practical guide the law governing arbitration agreements and drafting their major provisions.   Framework of law governing arbitration agreements Practical uses in business, commercial, and real estate transactions Circumstances where arbitration is effective v. ineffective Counseling clients about the benefits, risks, and tradeoffs of arbitration agreements Scope of arbitration, mandatory nature, and rules used Defining applicable law, arbiter selection, and method of arbitration Judgment on award, review by courts (if any), interim relief   Speaker: Shannon M. Bell is a member with Kelly & Walker, LLC, where she litigates a wide variety of complex business disputes, construction disputes, fiduciary claims, employment issues, and landlord/tenant issues.  Her construction experience extends from contract negotiations to defense of construction claims of owners, HOAs, contractors and tradesmen.  She also represents clients in claims of shareholder and officer liability, piercing the corporate veil, and derivative actions.  She writes and speaks on commercial litigation, employment, discovery and bankruptcy topics.  Ms. Bell earned her B.S. from the University of Iowa and her J.D. from the University of Denver.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/20/2021
    Presented
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Course1

LIVE REPLAY: Planning with S Corps, Part 1

$79.00

Despite the prevalence of LLCs, S Corps remain a preferred choice of entity for many family-controlled and other closely-held businesses.  They retain certain tax advantages over other pass-through entities and their corporate structure makes them familiar to investors, their legal counselors, and lenders. Still, S Corps are “fragile” entities in the sense that the tradeoff for their tax and other benefits is that they must adhere to a several capital structure restrictions, which limit their flexibility.  Drafting S Corp stockholders’ agreements is a careful balance of maximizing tax benefits, preventing the loss of the preferred tax status through inadvertently disqualifying corporate actions, and maximizing organizational flexibility in other areas. This program will provide you with a real world guide to business planning with S Corps and drafting their underlying stockholder agreements. Day 1: Business planning with S Corps and drafting S stockholders’ agreements Counseling clients on choice of entity considerations of S Corps v. LLCs/partnerships Capital structure issues – restrictions on types of debt and equity Who qualifies as an eligible  S Corp stockholder Transferability of interests and restrictions to preserve S Corp status   Day 2: Understanding tax benefits (and traps) of S Corps Distribution planning in S Corps – tax advantages/disadvantages of withdrawing money as salary or distributions Incentive compensation issues, including fringe benefits and restrictions on deductibility Planning for the merger or sale of an S Corp into another S Corp, LLC or C Corp   Speakers: Frank Ciatto is a partner in the Washington, D.C. office of Venable, LLP, where he has 20 years’ experience advising clients on mergers and acquisitions, limited liability companies, tax and accounting issues, and corporate finance transactions.  He is a leader of his firm’s private equity and hedge fund groups and a member of the Mergers & Acquisitions Subcommittee of the ABA Business Law Section.  He is a Certified Public Accountant and earlier in his career worked at what is now PricewaterhouseCoopers in New York.  Mr. Ciatto earned his B.A., cum laude, at Georgetown University and his J.D. from Georgetown University Law Center. James DePaoli is an attorney in the Washington, D.C. office of Venable, LLP, where his practice focuses on corporate and commercial matters. He represents clients in the acquisition and disposition of assets and securities, mergers, and other business combinations and reorganizations. Mr. Paoli earned his B.S/B.A., magna cum laude, from Georgetown University and his J.D. from Duke University School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/21/2021
    Presented
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LIVE REPLAY: Planning with S Corps, Part 2

$79.00

Despite the prevalence of LLCs, S Corps remain a preferred choice of entity for many family-controlled and other closely-held businesses.  They retain certain tax advantages over other pass-through entities and their corporate structure makes them familiar to investors, their legal counselors, and lenders. Still, S Corps are “fragile” entities in the sense that the tradeoff for their tax and other benefits is that they must adhere to a several capital structure restrictions, which limit their flexibility.  Drafting S Corp stockholders’ agreements is a careful balance of maximizing tax benefits, preventing the loss of the preferred tax status through inadvertently disqualifying corporate actions, and maximizing organizational flexibility in other areas. This program will provide you with a real world guide to business planning with S Corps and drafting their underlying stockholder agreements. Day 1: Business planning with S Corps and drafting S stockholders’ agreements Counseling clients on choice of entity considerations of S Corps v. LLCs/partnerships Capital structure issues – restrictions on types of debt and equity Who qualifies as an eligible  S Corp stockholder Transferability of interests and restrictions to preserve S Corp status   Day 2: Understanding tax benefits (and traps) of S Corps Distribution planning in S Corps – tax advantages/disadvantages of withdrawing money as salary or distributions Incentive compensation issues, including fringe benefits and restrictions on deductibility Planning for the merger or sale of an S Corp into another S Corp, LLC or C Corp   Speakers: Frank Ciatto is a partner in the Washington, D.C. office of Venable, LLP, where he has 20 years’ experience advising clients on mergers and acquisitions, limited liability companies, tax and accounting issues, and corporate finance transactions.  He is a leader of his firm’s private equity and hedge fund groups and a member of the Mergers & Acquisitions Subcommittee of the ABA Business Law Section.  He is a Certified Public Accountant and earlier in his career worked at what is now PricewaterhouseCoopers in New York.  Mr. Ciatto earned his B.A., cum laude, at Georgetown University and his J.D. from Georgetown University Law Center. James DePaoli is an attorney in the Washington, D.C. office of Venable, LLP, where his practice focuses on corporate and commercial matters. He represents clients in the acquisition and disposition of assets and securities, mergers, and other business combinations and reorganizations. Mr. Paoli earned his B.S/B.A., magna cum laude, from Georgetown University and his J.D. from Duke University School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/22/2021
    Presented
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Course1

LIVE REPLAY: Real Estate Finance: Trends and Best Practices, Part 1

$79.00

This program will provide you with a guide to real estate finance. It will cover the practical aspects of structuring debt, equity, and mezzanine finance.  Major issues and traps in negotiating first mortgages, including personal guarantees and carve-outs, will be discussed in detail. The program will also cover credit enhancement, leasehold finance, and how financing alternatives have changed in a stronger market. This program will provide you with a real-world guide to major issues in negotiating and drafting real estate finance agreements. Day 1: Major issues of negotiating first mortgages Loan application and bank commitments Role of personal guarantees and negotiating non-recourse carve-outs with lenders Defeasance and prepayment premiums   Day 2: Structuring equity in real estate deals Mezzanine financing and drafting issues Leasehold finance Credit enhancement instruments Single purpose entities for finance purposes   Speaker: Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/25/2021
    Presented
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LIVE REPLAY: Real Estate Finance: Trends and Best Practices, Part 2

$79.00

This program will provide you with a guide to real estate finance. It will cover the practical aspects of structuring debt, equity, and mezzanine finance.  Major issues and traps in negotiating first mortgages, including personal guarantees and carve-outs, will be discussed in detail. The program will also cover credit enhancement, leasehold finance, and how financing alternatives have changed in a stronger market. This program will provide you with a real-world guide to major issues in negotiating and drafting real estate finance agreements. Day 1: Major issues of negotiating first mortgages Loan application and bank commitments Role of personal guarantees and negotiating non-recourse carve-outs with lenders Defeasance and prepayment premiums   Day 2: Structuring equity in real estate deals Mezzanine financing and drafting issues Leasehold finance Credit enhancement instruments Single purpose entities for finance purposes   Speaker: Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/26/2021
    Presented
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Course1

Asset Protection Techniques for Real Estate

$79.00

Appreciated real estate is often the most valuable asset held by a client.  Real estate as an asset class is also frequently subject to depletion through divorce, claims of creditors, tort claimants and others.  Ensuring that the real estate is properly held, preserved, and administered to protect its value is the key task of many trust and estate plans. This program will provide you with a real-world guide to accessible asset protection strategies for real estate, including the sophisticated use of limited liability entities, trusts and insurance products, key elements of drafting operating agreements and their traps, and use of forms of ownership and choice of law planning.  Economic issues to consider on acquisition, holding and administration of real estate Sophisticated use of LLCs and trusts to protect real estate Key provisions of LLC operating agreements and their traps in protecting real estate Forms of ownership and choice of law as asset protection Uses and traps of using real estate products Bankruptcy planning opportunities and limitations for distressed real estate projects   Speaker: Jonathan E. Gopman is a partner with Akerman, LLP in Naples, Florida and chair of the firm’s trust and estate group. His practice focuses on sophisticated wealth accumulation and preservation planning strategies for entrepreneurs.  He is a Fellow of the American College of Tax Counsel and co-author of the revised version of the BNA Tax Management Portfolio “Estate Tax Payments and Liabilities.”  He is also a commentator on asset protection planning matters for Leimberg Information Services, Inc., a member of the legal advisory board of Commonwealth Trust Company in Wilmington, Delaware, and a member of the Society of Trust and Estate Practitioners. Mr. Gopman received his B.A. from the University of South Florida, his J.D. from Florida State University College of Law, and his LL.M. from the University of Miami.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/27/2021
    Presented
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Course1

LIVE REPLAY: Drafting Employment Agreements for Commission-based Employees

$79.00

Every organization depends on generating sales, often sales made by sales agents.  Drafting agreements for sales people is complex and unlike other employment agreements. The primary task is defining a workable sales commission and incentive structure that is durable while the sales agent works for your client and that limits legal liability and practical damage after the sales agent separates from employment.  There are also complex issues of post-employment payments, internal reporting and support, and preserving the confidentiality of proprietary employer information such as client/customer lists, pricing schedules, vendor information and more after the sales agent has departed – perhaps to a competitor. This program will provide you with a practical guide to drafting sales agents’ agreements for business clients.   Commission and incentive structures – and common traps after an agent departs Differences between employee v. independent contractor sales staff Common traps employers make in including unlawful terms Wage and hour issues in commission and incentive compensation agreements Protecting client and price lists, vendor information & other sensitive information when a sales agent leaves Scope of protectable interests and practical steps required to enforce confidentiality   Speaker: Jennifer S. Baldocchi is a partner in the Los Angeles office of Paul Hastings, LLP, and co-chair of the firm’s employment department. She has a broad-based employment practice, with a focus on intellectual property, including employee mobility, trade secrets, covenants not to compete, unfair competition, and related business tort claims. Her practice also involves advising and defending employers in complex employment claims such as wrongful discharge, discrimination, retaliation, and harassment. She also counsels clients in wage and hour issues and investigations.  Ms. Baldocchi earned her B.A., with honors, from the University of California, Berkeley, and her J.D. from Loyola Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/28/2021
    Presented
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Ethics of Identifying Your Client: It's Not Always Easy

$79.00

The first step in every ethics analysis is answering the question, who is your client?  It’s seemingly a very easy question to answer, but it’s not always 20/20 except in hindsight.  Representing multiple parties on the same matter, whether in litigation or on a transaction, may mean you have many clients, some or all with conflicts.   If you’re a private practitioner and you represent an organization, your client may be the entity, its officers from whom you are taking directions, or possibly both. If you’re an in-house attorney, the analysis – and its implications for the attorney-client privilege – becomes even more complex.  This program will provide you with a real world guide to ethics of identifying your client in a variety of settings avoiding conflicts of interest with the client.  Ethics and identifying your client and avoiding conflicts in transactions and litigation Representing businesses entities, nonprofit associations, and the government – client v. person giving directions Identifying clients in trust and estate planning – the testator or the person paying your fees? Special ethical challenges and ethical risks for in-house counsel and attorney-client privilege issues How to untangle clients and conflicts in joint representations – managing conflicts and information flows Best practices in documenting client representation to avoid later challenge   Speakers: Elizabeth Treubert Simon is an ethics attorney in the Washington, D.C. office of Akin Gump Strauss Hauer & Feld LLP, where she advises on a wide range of ethics and compliance-related matters to support Akin Gump’s offices worldwide.  Previously, she practiced law in Washington DC and New York, focusing on business and commercial litigation and providing counsel to clients regarding professional ethics and attorney disciplinary procedures.  She is a member of the New York State Bar Association Committee on Professional Discipline and the District of Columbia Legal Ethics Committee.  She writes and speaks extensively on attorney ethics issues.   She received her B.A. and M.S. from the University of Pennsylvania and her J.D. from Albany Law School.   Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a broad complex commercial, business and securities litigation practice. He also has a substantial practice advising businesses on properly creating and preserving the attorney-client privilege and work product protections.  For more than 20 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/29/2021
    Presented
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Course1

LIVE REPLAY: Lawyer Ethics and Texting

$79.00

Text messaging has become a mainstream form of communication.  Clients now routinely text their lawyers about pending matters.  They may ask about the status of a case, provide facts about a case, communicate decisions to a lawyer, or message other sensitive information.  These messages are often to a lawyer’s mobile phone that is used extensively for personal purposes, unsecured in their transmissions, and easily accessible by third parties. This new wave of lawyer-client communication raises many difficult ethical questions, including preservation of the attorney-client privilege.   This program will provide you with a guide to the major ethics issues when lawyers and their clients text message about pending matters.   Confidentiality issues involving unsecured transmission of texts involving sensitive case issues How to handle mobile phones used for both personal purposes and law practice Potential loss of the attorney-client privilege when text messages are accessible by third parties Tension among the duties of competence, prudence and to communicate with clients Understanding the ethical risks and counseling clients about the risks to their case when texting   Speaker: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a substantial practice advising clients on properly creating and preserving the attorney-client privilege and work product protections.  For more than 30 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as a member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/1/2021
    Presented
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Private Placements: Raising Capital from Investors, Part 1

$79.00

Closely held companies raise capital through private placements, an offering of stock or other securities to private investors. Offerings of every size must comply with a dense set of federal securities regulation that require the offering of securities to be registered with the Securities and Exchange Commission or qualify for an exemption from registration, mostly commonly Regulation D.  Failure to understand the regulatory framework and draft private placement documents exposes the offering company to substantial financial liability. This program will provide you with a practical guide to planning private placements, drafting the operative agreements, and understanding the regulatory framework governing them.   Day 1: How private placements are used as a practical matter in capital raises Understanding the securities law and regulatory framework of private placements Reliance on Reg. D safe harbor to avoid registration – amounts raised, accredited investor, timeframes, non-solicitation Understanding exempt securities v. exempt offerings   Day 2: Practical guidance on drafting subscription agreements Understanding disclosures in offering documents and liability for issuer of securities Special issues for small private placements Crowdfunding as a capital raising tool   Speaker: S. Lee Terry is a partner in the Denver office of Davis, Graham & Stubbs, LLP, where he has a broad corporate and securities practice.  He advises clients on mergers and acquisitions, joint ventures, partnership agreements, licensing and other technology related contracts.  He has an active practice advising private companies, ranging from capital raising and major transactions to dispute resolution and investigations. He also has an extensive securities law practice, including various types of capital raising transactions.  Earlier in his career, he worked in the Office of General Counsel of the Securities and Exchange Commission.  Mr. Terry earned his A.B. from the University of Michigan and his J.D. from Wayne State University.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/2/2021
    Presented
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Course1

Private Placements: Raising Capital from Investors, Part 2

$79.00

Closely held companies raise capital through private placements, an offering of stock or other securities to private investors. Offerings of every size must comply with a dense set of federal securities regulation that require the offering of securities to be registered with the Securities and Exchange Commission or qualify for an exemption from registration, mostly commonly Regulation D.  Failure to understand the regulatory framework and draft private placement documents exposes the offering company to substantial financial liability. This program will provide you with a practical guide to planning private placements, drafting the operative agreements, and understanding the regulatory framework governing them.   Day 1: How private placements are used as a practical matter in capital raises Understanding the securities law and regulatory framework of private placements Reliance on Reg. D safe harbor to avoid registration – amounts raised, accredited investor, timeframes, non-solicitation Understanding exempt securities v. exempt offerings   Day 2: Practical guidance on drafting subscription agreements Understanding disclosures in offering documents and liability for issuer of securities Special issues for small private placements Crowdfunding as a capital raising tool   Speaker: S. Lee Terry is a partner in the Denver office of Davis, Graham & Stubbs, LLP, where he has a broad corporate and securities practice.  He advises clients on mergers and acquisitions, joint ventures, partnership agreements, licensing and other technology related contracts.  He has an active practice advising private companies, ranging from capital raising and major transactions to dispute resolution and investigations. He also has an extensive securities law practice, including various types of capital raising transactions.  Earlier in his career, he worked in the Office of General Counsel of the Securities and Exchange Commission.  Mr. Terry earned his A.B. from the University of Michigan and his J.D. from Wayne State University.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/3/2021
    Presented
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Trust and Estate Planning with Low (and Volatile) Interest Rates

$79.00

Interest rates are at historically low levels and the Federal Reserve has repeatedly made clear that they will remain so for the foreseeable future.  Low rates create both opportunities and traps for estate planners.  Several advanced planning techniques, including self-cancelling installment notes on sales of property to family members, rely on low rates to achieve tax-favored results. Though these planning techniques lower estate and gift taxes, they also produce income tax traps.  For instance, if not properly structured, loans at low rates to a family member might result in imputed interest on the loan being attributed to the benefactor. This program will provide you with a practical guide to the estate and gift planning structures in a low interest rate environment and how to avoid income tax traps. Techniques for capitalizing on low interest rates in estate and trust planning Common income tax traps, including imputed interest on a loan to a child and election mistakes Utilizing installment sales to family members and low rate loans Techniques for using GRATs and Charitable Lead Trusts Understanding sales to intentionally defective grantor trusts Self-cancelling installment notes   Speaker: Jeremiah W. Doyle, IV is senior vice president in the Boston office of BNY Mellon Wealth Management, where he provides integrated wealth management advice to high net worth individuals on holding, managing and transferring wealth in a tax-efficient manner.  He is the editor and co-author of “Preparing Fiduciary Income Tax Returns,” a contributing author of Preparing Estate Tax Returns, and a contributing author of “Understanding and Using Trusts,” all published by Massachusetts Continuing Legal Education.  Mr. Doyle received his B.S. from Providence College, his J.D. form Hamline University Law School, and his LL.M. in banking from Boston University Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/4/2021
    Presented
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Ethics in Discovery Practice

$79.00

Discovery can be the most important phase of litigation, directing the course and outcome of the case.  How evidence is discovered, how it is used, and how mistakes in its handling are disclosed and remedied all raise very significant ethical issues. These issues – the risk of mishandling – are increased by the vast growth of ESI, electronically stored information. Litigators have certain obligations that their vendors comply with ethics rules. There are also issues surrounding the use of paralegals in discovery practice.  Failure to ensure ethics compliance during discovery can have a material adverse impact on the underlying litigation and draw an ethics complaint.  This program will provide you with a real-world guide to substantial issues ethical issues that arise in discovery practice and how to avoid ethics complaints.    Duty of candor to the tribunal during discovery Ethical issues when you learn that a client is dishonest Inadvertent disclosure privileged documents and their handling Ethics in depositions – conferring with witnesses, using video depositions and more Ethical issues in widespread data mining of discovery documents Issues involving metadata in electronic files – documents, email, text messages Attorney-client privilege and security issues of working with outside e-discovery vendors Ethics and social media discovery   Speakers: Elizabeth Treubert Simon is an ethics attorney in the Washington, D.C. office of Akin Gump Strauss Hauer & Feld LLP, where she advises on a wide range of ethics and compliance-related matters to support Akin Gump’s offices worldwide.  Previously, she practiced law in Washington DC and New York, focusing on business and commercial litigation and providing counsel to clients regarding professional ethics and attorney disciplinary procedures.  She is a member of the New York State Bar Association Committee on Professional Discipline and the District of Columbia Legal Ethics Committee.  She writes and speaks extensively on attorney ethics issues.   She received her B.A. and M.S. from the University of Pennsylvania and her J.D. from Albany Law School.   Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a substantial practice advising clients on properly creating and preserving the attorney-client privilege and work product protections.  For more than 30 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as a member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/5/2021
    Presented
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LIVE REPLAY: Roadmap of Venture Capital and Angel Funding, Part 1

$79.00

Rapidly growing companies often raise capital in “angel” or venture capital transactions.  Investors provide capital in exchange for carefully structured equity rights and frequently some form of governance rights. Investors also often provide the company with industry expertise, contacts, and access that may be as valuable as financial capital. These funding transactions can take a startup or more mature company to higher levels of growth. But they are complex transactions that can involve a dozen or more interrelated documents. This program will provide you with a practical guide to the stages and documentation of an angel or venture capital transaction. Day 1: Current state of angel and venture capital markets & trends in deal terms Review of the suite of documents involved in most funding deals Methods of valuation and their impact on successive stages of investment Reviewing or drafting terms sheets – pitfalls and opportunities Angel investing – equity v. debt, common terms, impact on later venture capital funding   Day 2: Review of most highly negotiated terms in funding deals Investor protections – information  & veto rights, liquidity event rights Liquidation preferences, anti-dilution rights, and dividends Striking the right balance between founders/managers and investors on the board Options pools for founders, managers and employees   Speaker: Howard Bobrow is a partner in the Cleveland, Ohio office of Taft Stettinius & Hollister LLP, where he chairs the firm’s venture capital practice. He counsels private equity and venture capital firms, other institutional investors and angel investors on all aspects of acquisitions, dispositions, capital formation and private placements. He regularly represents and advises funds on their organization and formation, the fundraising process, governance matters, investments and compliance with pertinent regulations.  Mr. Bobrow earned his B.S. from Miami University and his J.D. from Case Western Reserve University School of Law.   Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/8/2021
    Presented
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LIVE REPLAY: Roadmap of Venture Capital and Angel Funding, Part 2

$79.00

Rapidly growing companies often raise capital in “angel” or venture capital transactions.  Investors provide capital in exchange for carefully structured equity rights and frequently some form of governance rights. Investors also often provide the company with industry expertise, contacts, and access that may be as valuable as financial capital. These funding transactions can take a startup or more mature company to higher levels of growth. But they are complex transactions that can involve a dozen or more interrelated documents. This program will provide you with a practical guide to the stages and documentation of an angel or venture capital transaction. Day 1: Current state of angel and venture capital markets & trends in deal terms Review of the suite of documents involved in most funding deals Methods of valuation and their impact on successive stages of investment Reviewing or drafting terms sheets – pitfalls and opportunities Angel investing – equity v. debt, common terms, impact on later venture capital funding   Day 2: Review of most highly negotiated terms in funding deals Investor protections – information  & veto rights, liquidity event rights Liquidation preferences, anti-dilution rights, and dividends Striking the right balance between founders/managers and investors on the board Options pools for founders, managers and employees   Speaker: Howard Bobrow is a partner in the Cleveland, Ohio office of Taft Stettinius & Hollister LLP, where he chairs the firm’s venture capital practice. He counsels private equity and venture capital firms, other institutional investors and angel investors on all aspects of acquisitions, dispositions, capital formation and private placements. He regularly represents and advises funds on their organization and formation, the fundraising process, governance matters, investments and compliance with pertinent regulations.  Mr. Bobrow earned his B.S. from Miami University and his J.D. from Case Western Reserve University School of Law.   Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/9/2021
    Presented
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Trust and Estate Planning for Retirement Plans – IRAs, 401(k)s, and More

$79.00

  The single biggest asset most clients have is their retirement account – IRAs, 401(k)s, other defined benefit plans, and annuities. These retirement plans are often tax-favored but in exchange for that status come with a variety of restrictions. Each is also governed not only by the underlying terms of its sponsors and providers but by an array of complex tax regulations.  Understanding how these complex financial products are treated not only for tax purposes but, often more importantly, for purposes of transfer at death is the central focus of trust and estate plans for most clients.  This program will provide you with a guide to tax treatment and transfer rules of client retirement assets.    Allocation of estate and gift taxes QTIPing IRAs and trusts as IRA beneficiaries Trust distributions as income v. principal Understanding traps of beneficiary designations Creditor claims against retirement assets How annuity distributions are treated for income tax purposes – ordinary income, capital gain, return of investment   Speakers: Daniel L. Daniels is a partner in the Greenwich, Connecticut office of Wiggin and Dana, LLP, where his practice focuses on representing business owners, corporate executives and other wealthy individuals and their families.  A Fellow of the American College of Trust and Estate Counsel, he is listed in “The Best Lawyers in America,” and has been named by “Worth” magazine as one of the Top 100 Lawyers in the United States representing affluent individuals. Mr. Daniels is co-author of a monthly column in “Trusts and Estates” magazine.  Mr. Daniels received his A.B., summa cum laude, from Dartmouth College and received his J.D., with honors, from Harvard Law School.    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/10/2021
    Presented
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LIVE REPLAY: Drafting Guarantees in Real Estate Transactions

$79.00

  Guarantees undergird most real estate transactions.  Lenders, investors and others are often unwilling or unable to finance or otherwise support a real estate transaction without certain substantial guarantees.  These guarantees may concern repayment of loan proceeds or performance of other services – construction, maintenance and waste prevention, environmental indemnity, etc.  The scope of guarantees is highly negotiated, particularly whether the guarantee is recourse or non-recourse and the scope of carve-outs from the guarantees. This program will provide you with a practical guide to negotiating and drafting guarantees in real estate transactions.    Types of guarantees – payment, performance, collection, completion Essential elements of a guarantee – consideration, scope, carve-outs, waivers Guarantees for property maintenance/no waste, environmental indemnity and other non-financial concerns Carve-outs – full v. partial, fraud, misappropriation, misapplication, failure to maintain, insurance, and more Guarantees of construction loans    Speaker: John S. Hollyfield is of counsel and a former partner in the Houston office Norton Rose Fulbright, LLP.  He has more than 40 years’ experience in real estate law practice.  He formerly served as chair of the ABA Real Property, Probate and Trust Law Section, president of the American College of Real Estate Lawyers, and chair of the Anglo-American Real Property Institute.  He has been named a "Texas Super Lawyer" in Real Estate Law by Texas Monthly magazine and is listed in Who’s Who in American Law.  He is co-editor of Modern Banking and Lending Forms (4th Edition), published by Warren, Gorham & Lamont.  He received his B.B.A. from the University of Texas and his LL.B. from the University of Texas School of Law.    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/11/2021
    Presented
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LIVE REPLAY: Ethics and Client Money: Trust Funds, Expenses, Setoffs & More

$79.00

Whenever an attorney takes money from a client – for fees billed, to cover expenses, as a retainer, or held in trust – there are substantial ethical issues involved.  Many ethical complaints arise from accusations that an attorney mishandled funds. In billing and collecting fees and expenses, there are issues about whether the fees and expenses were explained in advance and are proper in relation to services provided.  If an attorney accepts credit cards from clients, there are significant issues related to disclosure, Truth-in-Lending laws, chargebacks, pass-through of merchant processing fees, and confidentiality.  In trust funds, there are issues of segregation of funds, accounting, and more. This program will provide you with a practical guide to the many ethical issues that arise when attorneys, clients, and money mix.   Traps in trust fund accounting and the risks of “set-offs” of disputed amounts Disclosure and documentation of trust accounting of client money Retainers – use, accounting, and regular communications Accepting credit card payments from clients –  pass-through processing fees, Truth-in-Lending, disclosure and confidentiality Confidentiality when a client has a dispute with his credit card company – ethical tension of client duties and contractual obligations Use of credit cards to fund a retainer and related trust fund accounting issues – trust funds v. operating funds   Speaker: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a substantial practice advising clients on properly creating and preserving the attorney-client privilege and work product protections.  For more than 30 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as a member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/12/2021
    Presented
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LIVE REPLAY: Drafting Demand Letters

$79.00

  Demand letters may seem like they’re merely hammer-strokes, the first blow of litigation.  But the most effective demand letters are more subtly crafted.  Tone is important.  Vitriolic letters – letters that do not keep a client’s goals in mind and misjudge the reader’s range of likely reactions – may be counterproductive.  Rather than moving the process toward a good outcome, the letter may actually result in setbacks and greater costs.  There’s a subtle balance between precision and vagueness, stimulating favorable response by being sufficiently vague so that the reader speculates about adverse consequences.There’s also the issue of how much of your case – favorable facts and persuasive law – to include in the letter.This program will provide you with a real-world guide to setting goals and carefully crafted demand letters to advance client goals.   Setting goals and realistic expectations Striking the right tone – how aggressive is too aggressive? Precision v. vagueness - leaving room for speculation and negotiation How much of your case – the facts and the law – to include in the letter? Common traps and mistakes in demand letters   Speaker: Shannon M. Bell is a member with Kelly Law Partners, LLC, where she litigates a wide variety of complex business disputes, construction disputes, fiduciary claims, employment issues, and landlord/tenant issues.  Her construction experience extends from contract negotiations to defense of construction claims of owners, HOAs, contractors and tradesmen.  She also represents clients in claims of shareholder and officer liability, piercing the corporate veil, and derivative actions.  She writes and speaks on commercial litigation, employment, discovery and bankruptcy topics.  Ms. Bell earned her B.S. from the University of Iowa and her J.D. from the University of Denver.    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/15/2021
    Presented
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Environmental Liability in Commercial Real Estate Transactions

$79.00

Environmental liability is one the biggest risks in acquiring and/or developing commercial real estate. When environmental risk is not accurately assessed, allocated and/or hedged, the parties to the deal are exposed to very substantial financial liability and the fundamental economics of the deal are jeopardized.  This program will provide you a practical guide to developments in environmental diligence in real estate deals, allocating or hedging the risk, and post-closing concerns.    Sources of environmental liability under federal law Assessing risk: Estimating liabilities and incorporating findings into deal documents Developments in affirmative defenses Contractual allocation of liability Uses of environmental insurance Post-closing concerns   Speaker:   Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/16/2021
    Presented
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Lawyer Ethics When Storing Files in the Cloud

$79.00

Most files are now stored in the “cloud,” a global network of servers that store files for organizations of every size, including law firms.  Many applications, including word processing, email and billing software packages that are used daily by lawyers and law firms, are also stored and used in the cloud.  This dramatic shift in the way files are created, modified, stored, and shared has substantial implications for law firms.   The first is a duty of competence requirement that lawyers understand how the technology they employ works and how it might impact client communications and confidentiality, among many other issues.  This program will provide you with a practical guide to ethical issues when lawyers and law firm store and create files in the cloud.   Technology competence as an ethical duty of competence Ethical benchmarks and diligence for ensuring file and communication confidentiality in the cloud Mobile access – issues when the cloud is used via smartphone or tablet What if your client uses the cloud but you do not? Attorney-client privilege issues when using the cloud to communicate Internal policies – ensuring law firm security supplements cloud security   Speakers: Matthew Corbin is Senior Vice President and Executive Director in the Professional Services Group of AON Risk Services, where he consults with the company’s law firm clients on professional responsibility and liability issues.  Before joining AON, he was a partner with Lathrop & Gage, LLP, where he was a trial and appellate lawyer handling professional liability, commercial, business tort, employment, construction, insurance, and regulatory matters. Before entering private practice, he served as a judicial clerk to Judge Mary Briscoe of the U.S. Court of Appeals for the Tenth Circuit.  Mr. Corbin earned his B.A. from the University of Kansas and his J.D. from the University of Kansas School of Law. Mark A. Webster is Vice President and Director in the Professional Services Group of AON Risk Services.  He consults with the company’s law firm clients on professional responsibility and liability issues.? Before joining AON, he was a partner with Lathrop & Gage, LLP, where he had an extensive real estate transactions practice.  Mr. Webster received his B.A. from the University of Kansas and his J.D. from Vanderbilt University Law School. 

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/17/2021
    Presented
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LIVE REPLAY: Trust & Estate Planning for Religious and Philosophical Beliefs

$79.00

Every trust and estate plan reflects the values of the client.  These values are often rooted, consciously or not, in religious, philosophical or ethical belief systems.  Some clients choose to make these values explicit in their plans and documents.  This can be sensitive terrain for lawyers, not always familiar with integrating explicit religious, philosophical, and ethical statements into legal documents. Understanding the purposes of clients, advising clients about the real limits of what the law can accomplish or will allow, and drafting documents for these clients can be a major challenge.  This program will discuss advising clients about integrating religious, philosophical and ethical beliefs into their trust and estate plans.   Understanding and documenting client beliefs and the purposes they seek to achieve in trust and estate plans Counseling clients about what can be practically achieved and the limitations of law Anticipating possible post-mortem challenges and steps to enhance enforceability and mitigate litigation Practical guidance on drafting underlying legal or supplementary documents – and common traps   Speaker: Daniel L. Daniels is a partner in the Greenwich, Connecticut office of Wiggin and Dana, LLP, where his practice focuses on representing business owners, corporate executives and other wealthy individuals and their families.  A Fellow of the American College of Trust and Estate Counsel, he is listed in “The Best Lawyers in America,” and has been named by “Worth” magazine as one of the Top 100 Lawyers in the United States representing affluent individuals. Mr. Daniels is co-author of a monthly column in “Trusts and Estates” magazine.  Mr. Daniels received his A.B., summa cum laude, from Dartmouth College and received his J.D., with honors, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/18/2021
    Presented
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Structuring Minority Ownership Stakes in Companies

$79.00

Taking a minority ownership stake in a closely held company is a common occurrence. An investor may have taken a minority stake to fund growth in the business or someone may have provided essential, non-cash services – technical expertise, sales skill, management expertise – in exchange for equity. But there are substantial drawbacks with minority stakes. The minority stake holder may have limited access to information to the business and little or no control or influence over the ultimate success of the business.  The majority stake holder(s) may also seek to force out minority stake holders. This program will provide you with a real-world guide to structuring minority stake investments in anticipation of the majority stake owner eventually forcing the buyout of minority stake owners. Structuring minority stake ownership for eventual buyout by the majority stake owner How to avoid undue dispute and litigation through planning Framework of law protecting minority stake owners Equitable structuring of minority stake governance, information, and other rights Differences between passive minority-stake owner and those who actively participate in the business Valuation and buyout finance issues for majority stake owners Liquidity rights for minority stake owners Counseling techniques to help avoid open dispute among owners Speaker: Frank Ciatto is a partner in the Washington, D.C. office of Venable, LLP, where he has 20 years’ experience advising clients on mergers and acquisitions, limited liability companies, tax and accounting issues, and corporate finance transactions.  He is a leader of his firm’s private equity and hedge fund groups and a member of the Mergers & Acquisitions Subcommittee of the ABA Business Law Section.  He is a Certified Public Accountant and earlier in his career worked at what is now PricewaterhouseCoopers in New York.  Mr. Ciatto earned his B.A., cum laude, at Georgetown University and his J.D. from Georgetown University Law Center. Molly Merritts is an attorney in the Washington, D.C. office of Venable, LLP, where she focuses her practice on a wide range of corporate law matters, including mergers and acquisitions, debt and equity financing, and real estate investment trusts. She also advises clients on corporate governance matters, transactional and commercial contract negotiations, and corporate reorganizations.  Ms. Merritt earned her B.S. from the University of Maryland, and her J.D. from the University of Virginia School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/19/2021
    Presented
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LIVE REPLAY: Equity & Diversity in Law Practice: Best Practices for Law Firms

$79.00

This program will provide you with a practical guide to diversity, inclusion, and equity in law firms and in clients. The program will discuss the value of diversity and inclusion, including how it fosters collegiality, greater client value, and organizational and personal growth.  The panel will look at real world case studies of what types of diversity training work and help law firms – and also review those types of training that do not work. The program cover best practices not only for law firms but also for advising clients on developing diversity, inclusion, and equity training and practices.   Types of diversity – internal, external, organizational, and world-view Racial and ethnic, generational and age, gender, socio-economic diversity Training to raise awareness of unconscious bias v. promoting allyship and inclusivity What types of diversity training work – and what types do not work? Best practices in helping law firms and their clients grow in diversity, inclusion and equity   Speakers: Michele Lomax is an attorney and consultant with extensive expertise in contract negotiation and diversity and inclusion. For more than ten years, she held legal and management roles for one of the nation’s premier consulting firms specializing in minority business economic development, supplier diversity, and diversity and inclusion. She has helped numerous Fortune 500 clients with their focus on compliance with diversity directives. In private practice, she has held leadership roles in acquisitions, corporate structuring, and management, negotiation and structuring of strategic partnerships, and project development. Ms. Lomax earned her B.A. from the University of Washington and her J.D. from the University of Chicago Law School. Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/22/2021
    Presented
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Going Over: Employment Law Issues When a Key Employee Leaves for a Competitor

$79.00

Few things strike heart of business owners more than when a key employee departs and joins a competitor.  The departing employee may have sensitive knowledge about products or services, pricing strategies, customer lists, financial or other information essential to the success of the business.  If the business has planned for this eventuality, placing restrictions on key employees through a variety of agreements, any damage may be limited.  But if the key employee is departing without these agreements in place, the business must rely on strategies for protecting its sensitive information. This program will provide you a real-world guide to protecting your client’s sensitive business information when a key employee departs.    Conducting effective exit interviews of the departing employee Enforcing contractual provisions against disclosure of sensitive employer information Resort to statutory protections of trade secrets or “know how” when contractual protections don’t exist Understanding how employment law torts may apply to specific situations Planning in anticipation of the eventual loss of a key employee Speakers: Jennifer S. Baldocchi is a partner in Los Angeles office of Paul Hastings, LLP, where she co-chairs the office’s employment law department.  Her practice focuses on employee mobility and intellectual property, including trade secrets, covenants not to compete, unfair competition, and fiduciary duties.   In her transactional practice, she prepares employee and executive contracts, focusing on the protection of trade secrets and the prevention of improper customer and employee solicitations. She is recognized by Legal 500 US for trade secrets litigation and non-contentious matters.  Ms. Baldocchi earned her B.A. from the University of California, Berkeley, and her J.D. from Loyola Law School, Los Angeles.  Jessica Mendelson is an attorney in the Palo Alto, California office of Paul Hastings, LLP, where her practice focuses on trade secrets litigation and employee mobility issues.  Prior to joining Paul Hastings, Ms. Mendelson practiced trade secret, trademark, and copyright litigation in the intellectual property department of a boutique firm in Los Angeles. Ms. Mendelson earned her B.A. from Brown University and her J.D. from the University of California Hastings College of Law. Lindsey Jackson is an attorney in the Los Angeles office of Paul Hastings, LLP, where she represents employers in all aspects of employment law and labor relations, including wage-and-hour, discrimination, retaliation, harassment, trade secrets, and employee mobility matters. Ms. Jackson has also represented clients in employment litigation touching upon cybersecurity issues.  Ms. Jackson received her B.A. from Yale University, her M.A.T. from Relay Graduate School of Education, and her J.D. from Stanford University Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/23/2021
    Presented
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LIVE REPLAY: Drafting Sales Agreements: UCC Issues and More

$79.00

The sale of goods is one of the most common forms of commercial transactions.  The sales contracts governing these transactions can be quite complex and they must all comply with the Uniform Commercial Code Article 2.  The UCC governs contract formation, express and implied warranties, and outlines forms of breach of contract and types of remedies.  Compliance with the code enhances enforceability of the contract and expedites remedies upon breach.  However, when its many requirements are overlooked, contracts for sale of goods may be invalid and the underlying transaction void. This program will provide you with a practical guide to drafting and reviewing contracts for the sale of goods under UCC Article 2.     “Battle of forms,” methods of acceptance or rejection, and electronic contracting Delivery, acceptance or rejection of goods by buyer Breaches for failure to deliver, non-conforming product, repudiation, failure to pay Types and measure of damages for breach of contract by seller or buyer Express and implied warranties – fitness for purpose, merchantability, title infringement Disclaimer of warranties and other techniques to limit scope of liability   Speaker: Christopher Tompkins is a partner in the Chicago office of Jenner & Block, LLP, where he counsels clients in such areas as breach of contract, the Uniform Commercial Code, equipment leasing, business torts, and intellectual property.  He has handled all phases of litigation in state and federal court and before arbitration tribunals, including pre-litigation investigation, motion practice, discovery, working with expert witnesses, trial and appeal.Previously, he served as a legislative intern for the National Council of Commissioners on Uniform State Laws where he worked on legislation related to commercial law.  Mr. Tompkins received his B.A., cum laude, from The Catholic University of America and his J.D., magna cum laude, from Loyola University Chicago School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/24/2021
    Presented
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LIVE REPLAY: Drafting Employee Handbooks

$79.00

Employee handbooks define the relationship of employer and employee for most employees.  These handbooks establish leave policies, polices for working from home, sick leave, and grounds for dismissal. They also help ensure the protection of employer trade secrets.  In a highly interconnected age, they establish policies for the use of smartphones, tablets, and other devices on and for the job. If a handbook is carefully planned and drafted, it provides for a stable workplace, reducing the risk of employer liability.The absence of a handbook can lead to just the opposite – a workplace with ad hoc policies and abounding risk.  This program will provide you with a practical guide to drafting employee handbooks.   Essential elements of employee handbooks Work from home policies and protections Ensuring handbooks are not enforceable contracts and are subject to change by employers Compliance with EEO laws, including the ADA, FMLA and others Prohibition of discrimination, harassment, and other unlawful conduct Defining workplace policies for personal smartphones, tablets, and other devices Time off, leave of absence, and discipline and dismissal procedures   Speaker: Stefanee Handon is an attorney in the Washington, D.C. office of Paul Hastings, LLP, where she represents employers in all aspects of employment law, including wage and hour compliance, fair employment practices, and individual employment rights.  She also counsels employers on all aspects of the employer-employee relationship, including hiring, pay, promotion, and termination.  Ms. Handon received her B.A., with high distinction, from the University of Virginia and her J.D. from the University of Virginia School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/26/2021
    Presented
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