Commercial and Contracts

ACC Northeast and Bowditch & Dewey LLP are pleased to open registration for these important "bite-sized" webinars that will include small group networking.

AGENDA:

• 3:00 p.m. to 3:40 p.m. — New Contracts: Pandemic Impact on Contract and Transaction Due Diligence

• 3:40 p.m. to 4:00 p.m. — Small Group Virtual Networking

During times of economic turbulence and commercial uncertainty, your business team and corporate counsel are well advised to undertake a more deliberate and thorough due diligence process when entering into contract and transaction negotiations. Now more than ever, due diligence should be utilized as a risk management tool prior to entering into definitive agreements, with heightened scrutiny on critical issues that may be affected by COVID-19, including a counterparty's employment practices and policies, possible changes in and compliance with applicable law and regulations, supply chain disturbances, key customer business issues, insurance coverage for business interruption, and cybersecurity safeguards.

Realizing the due diligence process should change under extraordinary circumstances such as a global pandemic; we will explore additional matters and issues that your team should examine; and offer practical advice for a proactive approach to managing counterparty defaults and business relationships.

Register below.

ACC Northeast and Bowditch & Dewey LLP are pleased to open registration for these important "bite-sized" webinars that will include small group networking.

AGENDA:

• 3:00 p.m. to 3:40 p.m. — Contract Review: Identifying Weaknesses, Strengths and Gray Areas to Get Ahead of Future Disruptions

• 3:40 p.m. to 4:00 p.m. — Small Group Virtual Networking

Many companies and businesses have been challenged with the implications of the current COVID-19 crisis upon contractual obligations. During this big picture discussion, panelists will discuss best practices for the review of current contracts and key considerations for entering into new contracts. Further, panelists will discuss contract audit and review strategies, provisions and clauses that call for review, how companies responded to the pandemic from a contract perspective, and the anticipated changes to a business contract process.

Register below.

Across the globe, contracting parties are experiencing performance-related concerns resulting from unprecedented orders to shelter-in-place, closures of non-essential businesses, global travel restrictions, and social distancing/isolation policies that have been implemented in response to the COVID-19 pandemic. As a result, parties may be reviewing their existing contracts, especially the force majeure provisions, to determine whether performance obligations can be modified or cancelled in light of COVID-19. This program will provide
an overview of force majeure provisions and how they may be utilized, as well as current force majeure litigation trends and cases to watch.

Register below.

ACC Mid-America Chapter and Shook Hardy & Bacon LLP

JOINTLY PRESENT
Don’t Neglect the Boilerplate: Examining Contract Boilerplate
and Why it Matters

Presented by: Marty Behn and Dan Schwaller

Wednesday, October 7, 2020

12:00PM – 1:00PM

Program Description: If you’re a lawyer who regularly reads through what seems like needlessly long, boring, and repetitive contract terms, your desire to skim or ignore the boilerplate is understandable.  But boilerplate terms can, in fact, be very impactful in contract dispute negotiations and litigation, and an evaluation of the merits of a case should often begin with a review of the contract’s boilerplate language.  In this presentation we review and discuss some of the boilerplate contract language that most often gets contracting parties into and out of trouble.

Consider this timely example: force majeure. What was formerly considered a dull, boilerplate provision has suddenly become top of mind in the midst of the COVID-19 pandemic. Government-mandated shut downs, losing a significant portion of the workforce for weeks at a time, and even supply chain issues have become common problems, and the terms of a contract’s force majeure provision may dictate whether a company must continue performing under its contracts. 

We will also cover several other boilerplate terms, including: 

• Integration clauses
• Sandbagging provisions
• Modifications of statutes of limitations
• Non-reliance

Course Outline:

• Introductory Terms: Parties, Defined Terms, and Recitals (10 minutes)
• Boilerplate Terms and their Importance (50 minutes)

We encourage members to bring an associate or colleague that may be interested in joining the ACC Mid-America Chapter. The Association of Corporate Counsel offers numerous benefits and resources to in-house counsel including CLE offerings and networking opportunities and we look forward to sharing that information with others in the field.

Click Here to Register by October 5, 2020
*Continuing Legal Education Credits pending in Kansas, Nebraska, and Missouri

Having trouble with the link? Please copy and paste this URL: https://us02web.zoom.us/webinar/register/WN_bK9_i1VJRLuuKZl-0z_2jg

One of the many impacts of the coronavirus pandemic has been the uptake of work from home arrangements and the need to explore virtual and electronic methods for continuing to undertake business activities and transactions, including the holding of meetings and execution of documents. Temporary laws have now been passed in most jurisdictions to address issues relating to the signing and attestation of documents during COVID-19.
 
Prior to the introduction of those laws, a number of court decisions had cast doubt on the ability of companies to execute documents electronically under section 127 of the Corporations Act 2001 (Cth) (Act). Unless the temporary measures are implemented as permanent legislative enactments, upon the expiry of those measurers, the position on electronic execution will remain complex and difficult to navigate.
 
This presentation will:

• provide an overview of the temporary legislative changes for electronic execution in the context of the general law position;
• highlight a number of important issues which will be relevant if or when the temporary measurers expire; and
• make ‘best practice’ recommendations to reduce the risk of unenforceability when contracting electronically (both in the current environment and in the context of expiry of the temporary measures).

Please note: If your company/organisation is deemed to be a competitor of the host organisation for this event, you may be excluded from attending this event. If you believe there may be a conflict or are uncertain, please enquire with ACC Australia.

Baker McKenzie and ACC Australia invite you to a discussion covering hot topics in competition law, including:

• the impact of COVID-19;
• criminal cartel investigations; and
• trends in penalties.

Partners Lynsey Edgar and Helen Joyce will discuss the latest case examples and offer practical risk management strategies for in-house counsel.

Please note: If your company/organisation is deemed to be a competitor of the host organisation for this event, you may be excluded from attending this event. If you believe there may be a conflict or are uncertain, please enquire with ACC Australia.

Registrations for this event are being managed by Baker McKenzie directly.