Course1

LIVE REPLAY: Cloud Contracts: Drafting and Reviewing IT Sourcing Agreements

$59.00

Virtually every organization outsources it information technology (IT) functions to third-party vendors.  Electronic files of every time – data and documents, video and audio – are stored on servers owned and maintained by third parties and located at off-site locations.  Telecom services are also commonly outsourced. The idea behind outsourcing these increasingly complex systems is that costs might be controlled and the difficulty of maintaining them becomes someone else’s task. But getting to that point lies beyond reviewing and negotiating highly complex IT outsource agreements involving performance and reliability, data security and privacy breaches, and warranty and indemnity.  This program will provide you with a practical guide to negotiating and drafting IT agreements with third-party vendors.   Performance standards for IT vendors, reliability, and Service Level Agreements Essential warranty and indemnity provisions – and spotting red flags Understanding how “The Cloud” works for contractual purposes Important data security, privacy and related liability concerns Drafting the underlying equipment lease and/or software license Reviewing fee structures in IT outsourcing agreements   Speaker: Peter J. Kinsella is a partner in the Denver office of Perkins Coie, LLP, where he has an extensive technology law practice focusing on advising start-up, emerging and large companies on technology-related commercial and intellectual property transaction matters.  Prior to joining his firm, he worked for ten years in various legal capacities with Qwest Communications International, Inc. and Honeywell, Inc.  Mr. Kinsella has extensive experience structuring and negotiating data sharing agreements, complex procurement agreements, product distribution agreements, OEM agreements, marketing and advertising agreements, corporate sponsorship agreements, and various types of patent, trademark and copyright licenses.

  • Teleseminar
    Format
  • 60
    Minutes
  • 12/19/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Cloud Contracts: Drafting and Reviewing IT Sourcing Agreements

$59.00

Virtually every organization outsources it information technology (IT) functions to third-party vendors.  Electronic files of every time – data and documents, video and audio – are stored on servers owned and maintained by third parties and located at off-site locations.  Telecom services are also commonly outsourced. The idea behind outsourcing these increasingly complex systems is that costs might be controlled and the difficulty of maintaining them becomes someone else’s task. But getting to that point lies beyond reviewing and negotiating highly complex IT outsource agreements involving performance and reliability, data security and privacy breaches, and warranty and indemnity.  This program will provide you with a practical guide to negotiating and drafting IT agreements with third-party vendors.   Performance standards for IT vendors, reliability, and Service Level Agreements Essential warranty and indemnity provisions – and spotting red flags Understanding how “The Cloud” works for contractual purposes Important data security, privacy and related liability concerns Drafting the underlying equipment lease and/or software license Reviewing fee structures in IT outsourcing agreements   Speaker: Peter J. Kinsella is a partner in the Denver office of Perkins Coie, LLP, where he has an extensive technology law practice focusing on advising start-up, emerging and large companies on technology-related commercial and intellectual property transaction matters.  Prior to joining his firm, he worked for ten years in various legal capacities with Qwest Communications International, Inc. and Honeywell, Inc.  Mr. Kinsella has extensive experience structuring and negotiating data sharing agreements, complex procurement agreements, product distribution agreements, OEM agreements, marketing and advertising agreements, corporate sponsorship agreements, and various types of patent, trademark and copyright licenses.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/19/2025
    Presented
SEE MORE
Course1

MAC Clauses in Business Transactions

$59.00

Material Adverse Change (MAC) clauses are common in most businesstransactions. These clauses allocate among the parties the risk of a MAC occurring between the execution of transactional documents and closing the underlying transaction.  Sellers want certainty that a sale or other transaction will close and argue that the MAC clause should be very narrowly drafted. Buyers want maximum flexibility and will argue that anything that makes the transaction unattractive should constitute a MAC.  Between those two opposing views are a host of narrow and technical but important details that need to be negotiated, details which will determine whether the transaction is successfully closed, efficiently and cost-effectively terminated, or devolves into dispute and litigation. This program will provide you with a practical guide using and drafting MAC clauses in transactions.   Drafting “Material Adverse Change” provisions and carve-outs Forms of MACs – closing conditions or representations? Practical process of “proving” a MAC occurred, including burden of proof What happens to the transaction if a MAC occurred? Spotting red flags when drafting MAC clauses and best practices to reduce the risk   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.  He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.  Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.  

  • MP3 Download
    Format
  • 60
    Minutes
  • 12/26/2025
    Avail. Until
SEE MORE
Course1

LIVE REPLAY: Incentive Compensation Strategies for Business Growth, Part 1

$59.00

Companies of every type including incentivize compensation features in employee compensation packages. The range of incentive compensation tools and techniques available to these companies depends on the type of entity involved.  Corporate entities have stock options, restricted stock and other forms of profit or capital appreciation rights.  LLCs are even more flexible and can award a variety of forms of profit or capital rights.  These alternatives, together with voting and vesting restrictions, provide companies alternatives for virtually every circumstance.  But each alternative comes with tradeoffs – practical, tax and financial. This program will provide you with a real world guide to the incentive compensation alternatives in business entities.   Day 1: Framework of incentive compensation alternatives for corporate v. pass-through entity Advantages and drawbacks of stock options, restricted stock, and profit participation rights How IRC Section 83 impacts corporate stock options, the award of restricted stock and other rights Use of vesting to impact the tax consequences of incentive compensation Special incentive compensation issues in S Corps   Day 2: Use of profit interests and capital interest in LLCs, partnerships Exchanging incentive compensation for services Incentive compensation in single member LLCs Impact of IRC Section 409A and deferred compensation Employment tax considerations   Speaker: Norman Lencz is a partner in the Baltimore, Maryland office of Venable, LLP, where his practice focuses on a broad range of federal, state, local and international tax matters.  He advises clients on tax issues relating to corporations, partnerships, LLCs, joint ventures and real estate transactions.  He also has extensive experience with compensation planning in closely held businesses.  

  • Teleseminar
    Format
  • 60
    Minutes
  • 12/30/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Incentive Compensation Strategies for Business Growth, Part 1

$59.00

Companies of every type including incentivize compensation features in employee compensation packages. The range of incentive compensation tools and techniques available to these companies depends on the type of entity involved.  Corporate entities have stock options, restricted stock and other forms of profit or capital appreciation rights.  LLCs are even more flexible and can award a variety of forms of profit or capital rights.  These alternatives, together with voting and vesting restrictions, provide companies alternatives for virtually every circumstance.  But each alternative comes with tradeoffs – practical, tax and financial. This program will provide you with a real world guide to the incentive compensation alternatives in business entities.   Day 1: Framework of incentive compensation alternatives for corporate v. pass-through entity Advantages and drawbacks of stock options, restricted stock, and profit participation rights How IRC Section 83 impacts corporate stock options, the award of restricted stock and other rights Use of vesting to impact the tax consequences of incentive compensation Special incentive compensation issues in S Corps   Day 2: Use of profit interests and capital interest in LLCs, partnerships Exchanging incentive compensation for services Incentive compensation in single member LLCs Impact of IRC Section 409A and deferred compensation Employment tax considerations   Speaker: Norman Lencz is a partner in the Baltimore, Maryland office of Venable, LLP, where his practice focuses on a broad range of federal, state, local and international tax matters.  He advises clients on tax issues relating to corporations, partnerships, LLCs, joint ventures and real estate transactions.  He also has extensive experience with compensation planning in closely held businesses.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/30/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Incentive Compensation Strategies for Business Growth, Part 2

$59.00

Companies of every type including incentivize compensation features in employee compensation packages. The range of incentive compensation tools and techniques available to these companies depends on the type of entity involved.  Corporate entities have stock options, restricted stock and other forms of profit or capital appreciation rights.  LLCs are even more flexible and can award a variety of forms of profit or capital rights.  These alternatives, together with voting and vesting restrictions, provide companies alternatives for virtually every circumstance.  But each alternative comes with tradeoffs – practical, tax and financial. This program will provide you with a real world guide to the incentive compensation alternatives in business entities.   Day 1: Framework of incentive compensation alternatives for corporate v. pass-through entity Advantages and drawbacks of stock options, restricted stock, and profit participation rights How IRC Section 83 impacts corporate stock options, the award of restricted stock and other rights Use of vesting to impact the tax consequences of incentive compensation Special incentive compensation issues in S Corps   Day 2: Use of profit interests and capital interest in LLCs, partnerships Exchanging incentive compensation for services Incentive compensation in single member LLCs Impact of IRC Section 409A and deferred compensation Employment tax considerations   Speaker: Norman Lencz is a partner in the Baltimore, Maryland office of Venable, LLP, where his practice focuses on a broad range of federal, state, local and international tax matters.  He advises clients on tax issues relating to corporations, partnerships, LLCs, joint ventures and real estate transactions.  He also has extensive experience with compensation planning in closely held businesses.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/31/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Incentive Compensation Strategies for Business Growth, Part 2

$59.00

Companies of every type including incentivize compensation features in employee compensation packages. The range of incentive compensation tools and techniques available to these companies depends on the type of entity involved.  Corporate entities have stock options, restricted stock and other forms of profit or capital appreciation rights.  LLCs are even more flexible and can award a variety of forms of profit or capital rights.  These alternatives, together with voting and vesting restrictions, provide companies alternatives for virtually every circumstance.  But each alternative comes with tradeoffs – practical, tax and financial. This program will provide you with a real world guide to the incentive compensation alternatives in business entities.   Day 1: Framework of incentive compensation alternatives for corporate v. pass-through entity Advantages and drawbacks of stock options, restricted stock, and profit participation rights How IRC Section 83 impacts corporate stock options, the award of restricted stock and other rights Use of vesting to impact the tax consequences of incentive compensation Special incentive compensation issues in S Corps   Day 2: Use of profit interests and capital interest in LLCs, partnerships Exchanging incentive compensation for services Incentive compensation in single member LLCs Impact of IRC Section 409A and deferred compensation Employment tax considerations   Speaker: Norman Lencz is a partner in the Baltimore, Maryland office of Venable, LLP, where his practice focuses on a broad range of federal, state, local and international tax matters.  He advises clients on tax issues relating to corporations, partnerships, LLCs, joint ventures and real estate transactions.  He also has extensive experience with compensation planning in closely held businesses.  

  • Teleseminar
    Format
  • 60
    Minutes
  • 12/31/2025
    Presented
SEE MORE
Course1

2026 Uniform Commercial Code Update

$59.00

Stay current on the UCC changes that will shape commercial deals and secured transactions in 2026. This program distills statutory amendments, evolving case law, and digital-asset developments into practical guidance you can apply immediately. You’ll leave with drafting tips, risk flags, and checklists you can use in your next deal or dispute.   Map the key updates affecting Articles 2, 4A, 7, 8, and 9. Understand how “control” and electronic records impact priority and enforceability. Spot high-risk terms in sales, leasing, and secured-credit documents. Get sample clause language and due-diligence checklists.   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 1/12/2026
    Presented
SEE MORE
Course1

2026 Uniform Commercial Code Update

$59.00

Stay current on the UCC changes that will shape commercial deals and secured transactions in 2026. This program distills statutory amendments, evolving case law, and digital-asset developments into practical guidance you can apply immediately. You’ll leave with drafting tips, risk flags, and checklists you can use in your next deal or dispute.   Map the key updates affecting Articles 2, 4A, 7, 8, and 9. Understand how “control” and electronic records impact priority and enforceability. Spot high-risk terms in sales, leasing, and secured-credit documents. Get sample clause language and due-diligence checklists.   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Teleseminar
    Format
  • 60
    Minutes
  • 1/12/2026
    Presented
SEE MORE
Course1

Escrow Agreements in Business & Commercial Transactions

$59.00

Transform complex commercial deals from potential disasters into smooth closings through expertly structured escrow arrangements that protect all parties while facilitating successful transactions. This program reveals the strategic considerations behind effective escrow agreements, from selecting appropriate escrow agents to drafting release conditions that prevent disputes. Master the art of using escrow as both protective mechanism and deal facilitation tool.   Design escrow structures appropriate for different types of commercial transactions and risk profiles Draft clear release conditions and dispute resolution procedures that prevent escrow deadlocks Address indemnification escrows in M&A transactions including survival periods and claim procedures Navigate regulatory and practical considerations in selecting and working with escrow agents   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 3/23/2026
    Presented
SEE MORE
Course1

Escrow Agreements in Business & Commercial Transactions

$59.00

Transform complex commercial deals from potential disasters into smooth closings through expertly structured escrow arrangements that protect all parties while facilitating successful transactions. This program reveals the strategic considerations behind effective escrow agreements, from selecting appropriate escrow agents to drafting release conditions that prevent disputes. Master the art of using escrow as both protective mechanism and deal facilitation tool.   Design escrow structures appropriate for different types of commercial transactions and risk profiles Draft clear release conditions and dispute resolution procedures that prevent escrow deadlocks Address indemnification escrows in M&A transactions including survival periods and claim procedures Navigate regulatory and practical considerations in selecting and working with escrow agents   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Teleseminar
    Format
  • 60
    Minutes
  • 3/23/2026
    Presented
SEE MORE
Course1

Security Interests in LLCs and Partnerships

$59.00

Navigate the complex intersection of entity law and secured transactions where traditional UCC concepts meet the unique characteristics of business entity ownership interests. This specialized program addresses the challenges of creating, perfecting, and enforcing security interests in LLC and partnership interests. Master the evolving legal landscape governing secured transactions involving alternative business entities.   Understand the unique characteristics of LLC and partnership interests affecting security interest creation Navigate perfection requirements and priority rules specific to entity ownership interests Address practical enforcement challenges including charging orders and foreclosure procedures Navigate the interplay between entity operating agreements and security interest documentation   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 4/22/2026
    Presented
SEE MORE
Course1

Security Interests in LLCs and Partnerships

$59.00

Navigate the complex intersection of entity law and secured transactions where traditional UCC concepts meet the unique characteristics of business entity ownership interests. This specialized program addresses the challenges of creating, perfecting, and enforcing security interests in LLC and partnership interests. Master the evolving legal landscape governing secured transactions involving alternative business entities.   Understand the unique characteristics of LLC and partnership interests affecting security interest creation Navigate perfection requirements and priority rules specific to entity ownership interests Address practical enforcement challenges including charging orders and foreclosure procedures Navigate the interplay between entity operating agreements and security interest documentation   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Teleseminar
    Format
  • 60
    Minutes
  • 4/22/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Private Placement Agreements, Part 1

$59.00

Dive into the complexities of private placement agreements in this two-part series designed to provide a comprehensive understanding of their structure, legal requirements, and practical applications. This program covers the essential elements of drafting, negotiating, and ensuring compliance with securities regulations, with a focus on current trends and common pitfalls. Attendees will gain valuable strategies for advising clients, mitigating risks, and structuring agreements tailored to unique business needs. Whether you're new to securities law or a seasoned practitioner, this series offers insights to strengthen your practice.   Part 1:   An overview of private placement agreements: critical elements and their importance. Regulatory compliance essentials under federal and state securities laws. Best practices for identifying and advising on exemptions from registration under Regulation D. The role of offering memorandums and disclosure obligations in private placements.   Part 2: Key negotiation strategies for private placement agreements, focusing on investor protections. Common pitfalls in private placement transactions and strategies to address them. Enforcement risks, including SEC scrutiny and how to avoid compliance missteps. Real-world case studies of successful and problematic private placement agreements.   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.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 4/29/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Private Placement Agreements, Part 1

$59.00

Dive into the complexities of private placement agreements in this two-part series designed to provide a comprehensive understanding of their structure, legal requirements, and practical applications. This program covers the essential elements of drafting, negotiating, and ensuring compliance with securities regulations, with a focus on current trends and common pitfalls. Attendees will gain valuable strategies for advising clients, mitigating risks, and structuring agreements tailored to unique business needs. Whether you're new to securities law or a seasoned practitioner, this series offers insights to strengthen your practice.   Part 1:   An overview of private placement agreements: critical elements and their importance. Regulatory compliance essentials under federal and state securities laws. Best practices for identifying and advising on exemptions from registration under Regulation D. The role of offering memorandums and disclosure obligations in private placements.   Part 2: Key negotiation strategies for private placement agreements, focusing on investor protections. Common pitfalls in private placement transactions and strategies to address them. Enforcement risks, including SEC scrutiny and how to avoid compliance missteps. Real-world case studies of successful and problematic private placement agreements.   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.  

  • Teleseminar
    Format
  • 60
    Minutes
  • 4/29/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Private Placement Agreements, Part 2

$59.00

Dive into the complexities of private placement agreements in this two-part series designed to provide a comprehensive understanding of their structure, legal requirements, and practical applications. This program covers the essential elements of drafting, negotiating, and ensuring compliance with securities regulations, with a focus on current trends and common pitfalls. Attendees will gain valuable strategies for advising clients, mitigating risks, and structuring agreements tailored to unique business needs. Whether you're new to securities law or a seasoned practitioner, this series offers insights to strengthen your practice.   Part 1:   An overview of private placement agreements: critical elements and their importance. Regulatory compliance essentials under federal and state securities laws. Best practices for identifying and advising on exemptions from registration under Regulation D. The role of offering memorandums and disclosure obligations in private placements.   Part 2: Key negotiation strategies for private placement agreements, focusing on investor protections. Common pitfalls in private placement transactions and strategies to address them. Enforcement risks, including SEC scrutiny and how to avoid compliance missteps. Real-world case studies of successful and problematic private placement agreements.   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.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 4/30/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Private Placement Agreements, Part 2

$59.00

Dive into the complexities of private placement agreements in this two-part series designed to provide a comprehensive understanding of their structure, legal requirements, and practical applications. This program covers the essential elements of drafting, negotiating, and ensuring compliance with securities regulations, with a focus on current trends and common pitfalls. Attendees will gain valuable strategies for advising clients, mitigating risks, and structuring agreements tailored to unique business needs. Whether you're new to securities law or a seasoned practitioner, this series offers insights to strengthen your practice.   Part 1:   An overview of private placement agreements: critical elements and their importance. Regulatory compliance essentials under federal and state securities laws. Best practices for identifying and advising on exemptions from registration under Regulation D. The role of offering memorandums and disclosure obligations in private placements.   Part 2: Key negotiation strategies for private placement agreements, focusing on investor protections. Common pitfalls in private placement transactions and strategies to address them. Enforcement risks, including SEC scrutiny and how to avoid compliance missteps. Real-world case studies of successful and problematic private placement agreements.   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.  

  • Teleseminar
    Format
  • 60
    Minutes
  • 4/30/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Contracts in Crisis: MAC Clauses Acts of God, and Planning for the Unexpected

$59.00

Material Adverse Change (MAC) clauses are common in most businesstransactions. These clauses allocate among the parties the risk of a MAC occurring between the execution of transactional documents and closing the underlying transaction.  Sellers want certainty that a sale or other transaction will close and argue that the MAC clause should be very narrowly drafted. Buyers want maximum flexibility and will argue that anything that makes the transaction unattractive should constitute a MAC.  Between those two opposing views are a host of narrow and technical but important details that need to be negotiated, details which will determine whether the transaction is successfully closed, efficiently and cost-effectively terminated, or devolves into dispute and litigation. This program will provide you with a practical guide using and drafting MAC clauses in transactions.   • Drafting “Material Adverse Change” provisions and carve-outs • Forms of MACs – closing conditions or representations? • Practical process of “proving” a MAC occurred, including burden of proof • What happens to the transaction if a MAC occurred? • Spotting red flags when drafting MAC clauses and best practices to reduce the risk   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.  He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.  Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 5/5/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Contracts in Crisis: MAC Clauses Acts of God, and Planning for the Unexpected

$59.00

Material Adverse Change (MAC) clauses are common in most businesstransactions. These clauses allocate among the parties the risk of a MAC occurring between the execution of transactional documents and closing the underlying transaction.  Sellers want certainty that a sale or other transaction will close and argue that the MAC clause should be very narrowly drafted. Buyers want maximum flexibility and will argue that anything that makes the transaction unattractive should constitute a MAC.  Between those two opposing views are a host of narrow and technical but important details that need to be negotiated, details which will determine whether the transaction is successfully closed, efficiently and cost-effectively terminated, or devolves into dispute and litigation. This program will provide you with a practical guide using and drafting MAC clauses in transactions.   • Drafting “Material Adverse Change” provisions and carve-outs • Forms of MACs – closing conditions or representations? • Practical process of “proving” a MAC occurred, including burden of proof • What happens to the transaction if a MAC occurred? • Spotting red flags when drafting MAC clauses and best practices to reduce the risk   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.  He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.  Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.  

  • Teleseminar
    Format
  • 60
    Minutes
  • 5/5/2026
    Presented
SEE MORE
Course1

Drafting Business Service Agreements

$59.00

Master the essential elements of service agreements that govern the vast majority of modern business relationships where performance obligations meet payment terms in complex commercial arrangements. This comprehensive program provides practical guidance on structuring service contracts that protect client interests while facilitating successful business relationships. Learn to balance performance expectations with realistic delivery capabilities in service-based industries.   Define service specifications and performance standards that create enforceable obligations without impossibility Structure payment terms and billing arrangements that align compensation with service delivery milestones Draft intellectual property and confidentiality provisions appropriate for service-based business relationships Address termination rights and transition obligations that protect clients during service provider changes   Speaker: Joel R. Buckberg is a shareholder in the Nashville office of Baker, Donelson, Bearman, Caldwell & Berkowitz, P.C. and chair of the firm’s commercial transactions and business consulting group. He has more than 45 years’ experience structuring and drafting commercial, corporate and business transactions. He also counsels clients on strategic planning, financing, mergers and acquisitions, system policy and practice development, regulatory compliance and contract system drafting. Prior to joining Baker Donelson, he was executive vice president and deputy general counsel of Cendant Corporation.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 5/28/2026
    Presented
SEE MORE
Course1

Drafting Business Service Agreements

$59.00

Master the essential elements of service agreements that govern the vast majority of modern business relationships where performance obligations meet payment terms in complex commercial arrangements. This comprehensive program provides practical guidance on structuring service contracts that protect client interests while facilitating successful business relationships. Learn to balance performance expectations with realistic delivery capabilities in service-based industries.   Define service specifications and performance standards that create enforceable obligations without impossibility Structure payment terms and billing arrangements that align compensation with service delivery milestones Draft intellectual property and confidentiality provisions appropriate for service-based business relationships Address termination rights and transition obligations that protect clients during service provider changes   Speaker: Joel R. Buckberg is a shareholder in the Nashville office of Baker, Donelson, Bearman, Caldwell & Berkowitz, P.C. and chair of the firm’s commercial transactions and business consulting group. He has more than 45 years’ experience structuring and drafting commercial, corporate and business transactions. He also counsels clients on strategic planning, financing, mergers and acquisitions, system policy and practice development, regulatory compliance and contract system drafting. Prior to joining Baker Donelson, he was executive vice president and deputy general counsel of Cendant Corporation.

  • Teleseminar
    Format
  • 60
    Minutes
  • 5/28/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: 2026 Uniform Commercial Code Update

$59.00

Stay current on the UCC changes that will shape commercial deals and secured transactions in 2026. This program distills statutory amendments, evolving case law, and digital-asset developments into practical guidance you can apply immediately. You’ll leave with drafting tips, risk flags, and checklists you can use in your next deal or dispute.   Map the key updates affecting Articles 2, 4A, 7, 8, and 9. Understand how “control” and electronic records impact priority and enforceability. Spot high-risk terms in sales, leasing, and secured-credit documents. Get sample clause language and due-diligence checklists.   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/1/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: 2026 Uniform Commercial Code Update

$59.00

Stay current on the UCC changes that will shape commercial deals and secured transactions in 2026. This program distills statutory amendments, evolving case law, and digital-asset developments into practical guidance you can apply immediately. You’ll leave with drafting tips, risk flags, and checklists you can use in your next deal or dispute.   Map the key updates affecting Articles 2, 4A, 7, 8, and 9. Understand how “control” and electronic records impact priority and enforceability. Spot high-risk terms in sales, leasing, and secured-credit documents. Get sample clause language and due-diligence checklists.   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Teleseminar
    Format
  • 60
    Minutes
  • 6/1/2026
    Presented
SEE MORE
Course1

Effective Contract Drafting: Fundamentals, Negotiation Strategies & Key Provisions

$59.00

Master the essential skills of contract drafting where precise language meets strategic thinking to create enforceable agreements that serve client interests while preventing costly disputes. This comprehensive program provides systematic approaches to contract creation, from initial structure and organization to final negotiation and execution. Transform routine contracting into strategic advantage through superior drafting techniques and negotiation strategies.   Design contract structures and organization that enhance clarity while protecting client interests Master essential drafting techniques including defined terms, conditions precedent, and performance standards Develop negotiation strategies that balance relationship preservation with optimal contract terms Address common drafting pitfalls and ambiguities that create unnecessary litigation risks and client exposure   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/24/2026
    Presented
SEE MORE
Course1

Effective Contract Drafting: Fundamentals, Negotiation Strategies & Key Provisions

$59.00

Master the essential skills of contract drafting where precise language meets strategic thinking to create enforceable agreements that serve client interests while preventing costly disputes. This comprehensive program provides systematic approaches to contract creation, from initial structure and organization to final negotiation and execution. Transform routine contracting into strategic advantage through superior drafting techniques and negotiation strategies.   Design contract structures and organization that enhance clarity while protecting client interests Master essential drafting techniques including defined terms, conditions precedent, and performance standards Develop negotiation strategies that balance relationship preservation with optimal contract terms Address common drafting pitfalls and ambiguities that create unnecessary litigation risks and client exposure   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.

  • Teleseminar
    Format
  • 60
    Minutes
  • 6/24/2026
    Presented
SEE MORE
Course1

Contracting in a World of AI Chaos

$59.00

Navigate the unprecedented challenges of creating binding agreements in an era where artificial intelligence transforms contract formation, performance, and interpretation in ways traditional legal frameworks never anticipated. This cutting-edge program addresses the intersection of contract law and AI technology, from automated contract generation to AI-powered performance monitoring. Master the emerging legal landscape that governs commercial relationships in our AI-driven economy.   Address liability and performance issues when AI systems are involved in contract formation and execution Navigate intellectual property and data rights affecting AI-generated contract terms and automated decision-making Understand regulatory compliance requirements affecting AI use in commercial contracting and performance monitoring Draft provisions addressing AI system failures, updates, and technology obsolescence in long-term agreements   Speaker: Laila Pastzti focuses her practice on technology and intellectual property transactions with deep experience in artificial intelligence and machine learning, helping clients manage risk and protect their commercial interests. A former machine-learning engineer, she advises on acquiring and integrating AI technologies—particularly in health care—guiding clients through regulations governing diagnostics, medical devices, patient care, reimbursement and operational management. Recognized as a “trailblazer in AI law,” she offers practical insight into AI investment, use and commercialization. Her work also spans technology aspects of mergers and acquisitions, corporate finance, licensing and commercial deals, representing both buyers and sellers in multinational transactions. Frequently sought for her expertise in privacy, cybersecurity, big-data diligence, IP strategy and AI commercialization, she brings sophisticated guidance to complex technology-driven matters.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/25/2026
    Presented
SEE MORE
Course1

Contracting in a World of AI Chaos

$59.00

Navigate the unprecedented challenges of creating binding agreements in an era where artificial intelligence transforms contract formation, performance, and interpretation in ways traditional legal frameworks never anticipated. This cutting-edge program addresses the intersection of contract law and AI technology, from automated contract generation to AI-powered performance monitoring. Master the emerging legal landscape that governs commercial relationships in our AI-driven economy.   Address liability and performance issues when AI systems are involved in contract formation and execution Navigate intellectual property and data rights affecting AI-generated contract terms and automated decision-making Understand regulatory compliance requirements affecting AI use in commercial contracting and performance monitoring Draft provisions addressing AI system failures, updates, and technology obsolescence in long-term agreements   Speaker: Laila Pastzti focuses her practice on technology and intellectual property transactions with deep experience in artificial intelligence and machine learning, helping clients manage risk and protect their commercial interests. A former machine-learning engineer, she advises on acquiring and integrating AI technologies—particularly in health care—guiding clients through regulations governing diagnostics, medical devices, patient care, reimbursement and operational management. Recognized as a “trailblazer in AI law,” she offers practical insight into AI investment, use and commercialization. Her work also spans technology aspects of mergers and acquisitions, corporate finance, licensing and commercial deals, representing both buyers and sellers in multinational transactions. Frequently sought for her expertise in privacy, cybersecurity, big-data diligence, IP strategy and AI commercialization, she brings sophisticated guidance to complex technology-driven matters.

  • Teleseminar
    Format
  • 60
    Minutes
  • 6/25/2026
    Presented
SEE MORE
Course1

LIVE REPLAY: Drafting Supply Agreements

$59.00

Supply contracts are the backbone of many businesses, providing the buying with essential goods for a production process or finished product inventory for sale.  In the supply chains these agreements create, time is of the essence.  Buyers rely on timely delivery of quality raw material or inventory.  Production and sales are often finely calibrated for just in time delivery.  In addition, there area wide range of liability issues involved in these agreements because any disruption of the supply chain can cause substantial losses.  This program will provide you with a practical guide to reviewing the most important provisions of supply agreements for clients.    Drafting and negotiating most essential terms of supply agreements Issues for both suppliers and buyers in different industries Framework of law governing supply issue, including UCC warranty and title issues Product quality, volume commitments, delivery, and more Identifying, allocating, and mitigating risk – indemnity and insurance Spotting red flags in “form” supply agreements   Speaker: Joel R. Buckberg is a shareholder in the Nashville office of Baker, Donelson, Bearman, Caldwell & Berkowitz, P.C. and chair of the firm’s commercial transactions and business consulting group. He has more than 45 years’ experience structuring and drafting commercial, corporate and business transactions.  He also counsels clients on strategic planning, financing, mergers and acquisitions, system policy and practice development, regulatory compliance and contract system drafting. Prior to joining Baker Donelson, he was executive vice president and deputy general counsel of Cendant Corporation.  

  • MP3 Download
    Format
  • 60
    Minutes
  • 1/9/2027
    Avail. Until
SEE MORE
Course1

2025 Commercial Code Update: Navigating New Business Law Frontiers

$59.00

The overlapping articles of the UCC impact most business, commercial and real estate transactions.  From the perfection of security interests to the enforceability of promissory notes and investment contracts to equipment leases and the sale of goods, the UCC plays a role in most significant transactions. This program, led by one of the nation’s leading authorities on the UCC, will provide you with a wide-ranging discussion of developments under the many articles of the UCC, including secured transactions, investment notes, sales, and equipment leasing.   Recent UCC developments for transactional attorneys Developments impacting commercial, business and real estate transactions UCC Article 9, asset-based transactions and secured transactions Sales of goods contracts Equipment leases, including computer equipment and capital equipment Notes, guarantees and letters of credit   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.  He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.  Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.  Mr. Weise received his B.A. from Yale University and his J.D. from the University of California, Berkeley, Boalt Hall School of Law.

  • MP3 Download
    Format
  • 60
    Minutes
  • 1/10/2027
    Avail. Until
SEE MORE
Course1

Sales Agreements in Business Law: UCC Issues, Traps & Drafting Tips

$59.00

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. 

  • MP3 Download
    Format
  • 60
    Minutes
  • 1/17/2027
    Avail. Until
SEE MORE