This article gives a general overview of mergers and acquisitions (M&A), and following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.
Learn about top developments from 2021 regarding criminal investigations and enforcement actions relating to fraud, bribery and corruption offences in the UK.
This paper will provide an overview of the U.S. federal and state considerations applicable to any business initiative that relies on Big Data, and provide some practical advice for those seeking to monetize Big Data in health care.
<a href="https://www.privacyassociation.org/publications/2013_06_03_consent_is_king_in_latin_america_navigating_the_eight_existing">Consent Is King in Latin America: Navigating the Eight Existing DPAs with a Look to the Future</a><br><br>
A discussion of the various data protection laws in Latin America and the problems they may present for companies doing business in the region.
Please note that the following resources are made available by the website of the International Association of Privacy Professionals. The materials are free of cost.
Approximately 40 US states require charitable solicitation registration, and navigating the maze of laws and registration/renewal regulations can be laborious. While many nonprofits outsource registration management to law firms or specialized companies, others elect to complete registrations on their own. For nonprofits seeking to do this work in-house, learn some pointers that help guide counsel through the nuances and pitfalls of charitable solicitation registration.
A list of resources on warranties in commercial agreements, mergers and acquisitions, and consumer contracts.
This article focuses on how to pay the “Acquisition Consideration,” the purchase price for the business being acquired, with cash, stock, assumption of debt, a combination, or some other form of payment. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.
This brief resource (Quick Counsel) discusses how legal research technology is transforming the practice of law for in-house counsel and how technological advancements are saving law departments money.
Discover how to handle alcohol-related issues that every company must address, from meetings and social events to HR issues. What is the three-tier system and how does it work, including restrictions on marketing practices, licensing, etc.? What is the regulatory framework (state and federal) for becoming part of the industry and/or having an event where alcohol is served? What is the liability of businesses that host events where alcohol is served to the public or to employees (i.e. driving while intoxicated, personal injury, etc.)? Speakers will discuss workplace drug and alcohol programs and policies and provide sample materials.
This article will focuses on an Acquiror’s financing of an M&A transaction, whether through cash, use of existing Acquiror stock, issuance of new Acquiror stock, debt, assumption of Target debt or some combination thereof.
This article focuses on Public M&A, in which Target is a public reporting company under the Exchange Act.
A report reviewing significant wage and hour developments at both the federal and state level.
This Top Ten examines ten hot-button privacy and data security issues and presents questions to help you gauge whether your organization is at risk, in the U.S. or abroad.
SPACs (“Special Purpose Acquisition Companies”) burst into mainstream popularity in 2020 as a financing alternative to traditional Initial Public Offerings (“IPOs”) and private placements after years of on-again-off-again vogue. While SPACs are not for every business financing need, they have largely shed an earlier sometimes negative reputation and emerged as a mainstream alternative in the palette of financing options. This article discusses SPACs and “Deal Points” on important considerations in the SPAC IPO and business combination process and what at all costs not to do.
Read about the heightened United States scrutiny over government agencies' transfer of imported personal data as reflected in President Biden's October 7, 2022 Executive Order on Enhancing Safeguards for US Signals Intelligence Activities.
These are Title 15, Commerce and Trade statutes and regulations.
Increasingly, non-IT companies are becoming "accidental" licensors, licensing their internally built accounting, inventory, human resources, supply chain, or other software systems in order to capitalize on these developments. If your company becomes a software licensor, you may encounter many important and problematic legal issues relevant to the modification, distribution, and protection of your code. They include the permitted use of open source code in commercial applications, clean room development, government rights in software created with government funds, intellectual property protection for software, reverse-engineering, and encryption export controls. This article analyzes these questions and more through familiar hypothetical scenarios.
The following article is a primer for non-lawyers in your company on how to use material adverse change ("MAC") clauses to your company's advantage. Because business people in your company may be more cautious about doing deals since Enron and WorldCom and other recent news-making events, the article explains the importance of the material adverse change ("MAC") clause in a deal document (1) to give your company (if a buyer) a vehicle to get out of a deal after having signed the agreement if the deal becomes unfavorable because of a change in the target company or (2) to give your company (if the seller or target) a way to lock in the buyer. This article will also help business people understand the importance of due diligence. The article is certainly not a substitute for personal advice from in-house counsel geared to the particular deal, but should help lay the groundwork for discussions.
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