This session will discuss how to handle uncomfortable situations that in-house counsel encounter during contract negotiations that raise ethical questions. The Rules of Professional Conduct (RPC) are sometimes unclear and don't necessarily apply when it comes to everyday tasks of a commercial lawyer. This session will review the RPC and answer questions such as: How to deal with non-lawyers who say that they have the authority to negotiate without a lawyer present? What to do if the opposing party has not had legal advice, a contract is signed by an entity that does not exist, or the other side does not understand the implications of what it is agreeing to? Is there a duty to read a draft or redline a final copy to ensure no changes have been made? How to handle situations when a third-party attorney contacts your client without your involvement?
Unprecedented documentation of human thought, decisions, and actions defines this era. People and entities leave a digital imprint of a large proportion of every thought and action. This indelible imprint profoundly affects corporations and in-house counsel. Extracting useful information from the digital deep sea takes knowledge and skill. In-house counsel with the agility and skill to effectively and efficiently retrieve and distill critical information from electronic media can be an astonishing strategic advantage to their corporations. This session will outline the strategic, advantageous use of analytics in a variety of legal contexts to extract key facts better, faster, and more cost-effectively. Presentation of case studies from litigation, investigations, antitrust, and mergers and acquisitions will highlight the benefit of applied analytics. The program will close with a discussion of emerging uses of analytics and predictive analytics as tools for predicting corporate misconduct.
This briefing considers the potential impact of smart contracts upon various industry sectors, outlines the nature of smart contracts, their connection with blockchain technology, whether they are legally binding, and examines contractual issues and potential obstacles to their uptake.
Smart contracts are receiving significant commercial attention — and for good reason. They have the potential to transform businesses and deliver significant cost savings by automating and streamlining processes. Smart contracts are software that has the ability to perform aspects of a contract autonomously. Depending on a range of factors, they may sometimes amount to binding contracts in the legal sense or otherwise affect legal relations between parties. When used in combination with block chains or distributed ledgers, smart contracts have the ability to move value or information between parties without the need for human intervention. This session will discuss what smart contracts are, their potential impact, and the legal, regulatory and consumer protection issues relating to their use.
This advanced-level program will provide a mock negotiation of a major-tenant large commercial office lease in a Class A commercial office building in a major metropolitan area. The audience will have an opportunity to watch seasoned leasing attorneys representing both the landlord and the tenant work their way through the most hotly contested issues in major lease negotiations, including tenant improvements; common area maintenance and real estate tax provisions; maintenance and repair obligations; landlord building services; tenant restoration obligations; casualty, insurance, and indemnification provisions; mortgagee nondisturbance; assignment and subletting; and other issues. The audience will follow along by viewing lease documents with sample redlined negotiated provisions, illustrating typical back and forth communications in lease negotiations.
This sample shows brewers what to use and the guidelines to follow when purchasing or placing advertising in magazines, television, radio, newspapers or digital media.
Companies spend billions of dollars to associate their products or brand with celebrities, athletes, and sports franchises. This session will provide in-house counsel an opportunity to learn the critical components of sponsorship and endorsement agreements. It will cover the cornerstones — grant of rights, category exclusivity, use of marks, indemnification, term and termination, IP ownership, reps and warranties, delivery of elements, activation, and ambush marketing — as well as strategies for avoiding common negotiation pitfalls. The panel will discuss applicable sports and entertainment union coverage and rules that may affect your bottom line as well as frequent deal terms that may trip you up when engaging high-profile talent to endorse or advertise your brand or product.
M&A transactions reached a record high of $5 trillion in volume in 2015, including announcements of four out of the 25 largest deals in history. In addition to predictable anti-competition scrutiny in the US and EU, these transactions often face regulatory hurdles on six continents as emerging markets in Africa, Asia, and Latin America begin to play a more vital role in the future of global companies across industries. Join this Chair's Choice session to hear from experienced deal team members as they discuss the challenges faced and lessons learned by navigating major mergers & acquisitions.
This session will enable in-house counsel to effectively respond to the need for a large-scale contracts remediation effort. This need may arise as a result of a regulatory enforcement action, such as after a US Foreign Corrupt Practices Act violation has occurred, or after a change in regulation, such as when the EU declared the Safe Harbor framework to be invalid. While these efforts tend to be reactive in nature, panelists will pinpoint best practices for proactively identifying all business relationships and collecting and warehousing the associated documentation so that the company will be prepared to respond if needed. Panelists will present case studies of remediation projects, whether undertaken expeditiously under the watchful gaze of a monitor or over time in response to a change in regulation, or after the merger or divestiture of a key supplier.
This is a sample consulting contract between a corporation and an independent contractor.