Moving legal work in-house, which fuels the need for confidentiality, has increased the use of anti-competitive covenants and, consequently, litigation related to them. It is still unsettled whether the courts will judge non-compete agreements to be uniformly unenforceable when applied to in-house counsel.
A recent change in federal law enforcement policy governing federal criminal investigations of corporate crime has corporations and their lawyers wondering whether it will effect a real difference in practice. The question that remains to be answered is whether the practice of demanding waivers of privilege and pressuring companies not to advance attorneys' fees to employees has become so entrench in white-collar practice that, in order to curry favor with prosecutors, corporations will "willingly" offer them without a request.
This is a sample hotel group sales and event agreement.
This QuickCounsel discusses the transaction terms Earn-Outs and MAE Conditions in mergers and acquisitions transactions at a high-level with a view to how buyers and sellers/targets are likely to view and negotiate these terms.
This QuickCounsel examines Brazil's new Anticorruption Law, compares it to the U.S. Foreign Corrupt Practices Act (the "FCPA") and to the UK Bribery Act 2010 (the "Bribery Act"), and offers suggestions for corporate compliance departments that will need to prepare their companies to comply with the new law.
With over 900 pages of law & tens of thousands of pages of regulations, “ObamaCare” has been in the news and courts & now it’s on your desk and in your board room, C-suite and business units. Get your "cheat sheet" to navigating the implications of the Patient Protection Affordable Care Act (PPACA). The panel will tackle the hottest Affordable Care Act issues including: (1) Medicaid expansion - what states are expanding and what will be the impact to states that are not expanding; (2) New regulations - what are some of the most significant and controversial regulations and can more be expected in the near future; (3) Accountable Care Organizations (ACO) - great rewards are promised for healthcare companies willing to be accountable for better outcomes and savings, but what “pay for performance” and quality controls are being implemented, measured and reported and is it really worth it?
This is a sample form of guarantee agreement among a borrower, a lender and an administrative agent.
Environmental risks and liabilities, which can be substantial, are a part of most commercial and real estate transactions involving in-house counsel. Parties to a transaction must identify, evaluate and allocate those risks and liabilities in order to protect their interests; and the parties—sellers, purchasers, lenders and insurance companies—have diverse perspectives and methods for managing environmental risks. Learn the sources of environmental liabilities, including federal and state statutes, implementing regulations, local ordinances and rules and common law. Then discover contractual provisions for allocating or limiting environmental risks, including definitions, representations and warranties, covenants and conditions precedent, indemnities, releases and other contractual mechanisms to allocate or limit such risks. Speakers also will reveal non-contractual ways to allocate or limit environmental risks, including deed restrictions and environmental insurance.
This resource provides an overview on the recently passed legislation by the Financial Services Royal Commission. The specific legislation is the Financial Sector Reform (Hayne Royal Commission Response) Bill 2020. In particular, this summary examines the differences between this Bill and previous legislation and how it affects insurers.
Simple tools to align with the business and manage workflows across multiple internal and external resources.
This Leading Practices Profile, The Role of General Counsel in the Middle East, features the law department leading practices for three entities navigating the many challenges of meeting the regulatory and cultural standards placed on global corporations.
ACC Repsonse to White Paper of the Committee of Experts on a Data Protection Framework for India
Learn how to structure your compliance program based on recent actions by the US Department of Justice (DOJ), the US Securities and Exchange Commission (SEC) and other regulators. A panel of experts will discuss recent deferred prosecution agreements and non-prosecution agreements; how corporate integrity agreements and declinations provide a wealth of information and direction; and how these agreements provide insight into the expectations of the DOJ, SEC and other regulators. Panelists will dissect the most recent agreements and discuss key takeaways for compliance programs.
When drafting contracts, using indemnity provisions and insurance clauses should be more than just a “copy and paste” operation. Such clauses should be tailored to the specific needs of the contracting parties. This article provides tips on drafting effective indemnification provisions and insurance clauses in contracts involving the sale or purchase of goods and services.
International arbitration is a popular and well-known method of dispute resolution among in-house attorneys. What is not so well known are the tools and tactics needed to create successful resolutions. Read on and find the key facts of international arbitration.
New technological advances, especially Advanced Text Analytics, are changing the productivity paradigm for lawyers who have to read enormous volumes of electronic documents to identify potential evidence.
By learning how to effectively manage third party subpoenas, in-house counsel can avoid the undue burden of fighting someone else’s legal battle.
By implementing a thorough internal review process, in-house counsel can ensure that a company’s hiring policies recruit qualified and trustworthy employees.
To succeed, multinational employers entering into and doing business in China must sharpen their employment-related business strategies to leverage opportunities and mitigate risk. We examine six common labor and employment traps and how to avoid them.
Much like in Shakespearean plays, a government-driven investigation into company compliance can end as either a comedy or as a tragedy. To ensure the former, in-house counsel should work collaboratively with outside counsel to plan, establish, and execute an effective response plan. In doing so, the company can guarantee a positive relationship with federal regulators and avoid meeting a tragic Shakespearean demise.
Contract boilerplate - choice-of-law, forum selection, integration, severability and survival clauses - are standard and necessary provisions in employment agreements. These clauses are so common that they're often recycled from one agreement to the next - sometimes with just a few keyboard clicks. But beware: Dangers may be lurking in these commonly used provisions.
This is a sample master services agreement between a company and supplier.
This is a sample guarantee agreement between a company as guarantor and a trust as guarantee trustee.
This is a sample employment agreement between the company and its executive related to the state of Delaware.
This is an employment agreement between the company and its executive where the company is a subsidiary of a parent company and is in the business of providing its customers with pharmaceutical development services, clinical trial manufacturing and packaging, and commercial manufacturing and packaging.
Meaningfully bridging cultural divides requires more than taking a brief predeparture course in etiquette. Cultural education is a continuous process that often requires real attitudinal change, for which the payoff can be immense.
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