Live Seminar

Advanced Business Contracts: Secrets Only the Top Attorneys Know...

Seminar

Date:

Thursday, April 26, 2018

Time:

9:00 AM - 4:30 PM

Product ID#:

78808ER

Location:

Hilton Garden Inn Dayton Beavercreek

3520 Pentagon Park Blvd

Dayton, OH 45431

$359.00

$349 / Each Additional

Registration Includes Course Book

Credit Information

Continuing Legal Education

  • KY CLE - 6.00
  • OH CLE - 6.00

CPE for Accountants

  • CPE for Accountants/NASBA - 7.00

Other

  • IACET - 0.60

Program Description

Identify Concealed Risk and Strategically Negotiate Liability

Go beyond the "nuts and bolts" and explore business contracts at an advanced level. Our skilled attorney faculty will demonstrate how to take vital contract language, terms, conditions and clauses, refine them and customize them to your clients' unique needs and situations. You'll confidently maneuver through sticky provisions and identify the most advantageous positions to take in negotiations. Listen to real-world implications of seemingly harmless contract language so you can avoid injurious liability traps experienced attorneys have fallen prey to. Don't miss out on this one-day, unconventional course that is overflowing with years of hard-won negotiation skills and concrete drafting techniques - register today!

  • Avoid liability and indemnification traps that only seasoned attorneys are sentient to.
  • Dexterously read between the contract lines to identify hidden liability landmines.
  • Understand how to use "term sheets" in preliminary negotiations to minimize up-front costs, paperwork, and multiple "contracts."
  • Explore in-depth often-overlooked provisions that avert future disputes.
  • Get proven, concrete negotiation methods when discussions come to a halt.
  • Advantageously negotiate price adjustments with skilled finesse.
  • Discuss ambiguous contract language that may potentially provide ammunition for claims.
  • Hear real-world examples and personal war stories regarding liability limiting provisions.
  • Use set liquidated damages to deter breach of non-compete.
  • See the far-reaching consequences of insurance provisions gone wrong.
  • Learn how to ferret-out all possible issues at the contract review stage with advanced technique.
  • Acquire advanced language methods for drafting enforceable, airtight confidentiality and non-compete clauses.

Who Should Attend

This intermediate-to-advanced level program is designed for those attorneys who are looking to take their contract drafting, reviewing and negotiating skills to the next level. The following business professionals may benefit.

  • Attorneys
  • Contractors and Subcontractors
  • Insurance Professionals
  • Accountants
  • Real Estate Agents and Brokers
  • Paralegals

Course Content

  1. Sophisticated Negotiation Strategies: Secrets Only the Great Lawyers Know
  2. Ethics for the Contract Attorney
  3. Advanced Contract Examination and Drafting Techniques (w/Sample Clause/Language/Provision Examination)
  4. Covering Your Tail and Strategically Negotiating Risk: Indemnification, Limitations of Liability and Insurance
  5. Evading Enforceability Issues and Effectively Negotiating Conditions
  6. The Refined Art of Bargaining Price, Adjustments and Payment in Agreements
  7. Complex Contract Dispute Issues and Remedies

Continuing Education Credit

Continuing Legal Education

Credit Hrs State
CLE 6.00 -  KY*
CLE 6.00 -  OH*

International Association for Continuing Education Training – IACET: 0.60

National Association of State Boards of Accountancy – CPE for Accountants/NASBA: 7.00 *


* denotes specialty credits

Agenda / Content Covered

  1. Sophisticated Negotiation Strategies: Secrets Only the Great Lawyers Know
    9:00 - 10:00, Written by Matthew C. Curran and Gregory M. Gantt. Presented by Gregory M. Gantt in Dayton and Matthew C. Curran in Cincinnati.
    1. Scorched Earth Approach vs. Conciliatory Approach
    2. Multi-Party Negotiations
    3. What to do When Negotiations Fail - Advanced Tips
    4. How to Strategically Push Beyond the Impasse
    5. How to Anticipate Responses and Effectively Counter
    6. Costly Mistakes Attorneys Commonly Make During Negotiations
    7. Negotiating Ambiguities, Unclear Provisions and Clauses
    8. Advanced Negotiations - Cutting-Edge Techniques
  2. Ethics for the Contract Attorney
    10:15 - 11:15, Written by Kessia C. Cericola. Presented by Kessia C. Cericola in Dayton and Cincinnati.
    1. Attorney Fees
    2. Due Diligence
    3. Using Boilerplate Provisions
    4. Role of Lawyers in Negotiations
    5. Amendments and Waivers on Behalf of Your Client
  3. Advanced Contract Examination and Drafting Techniques (w/Sample Clause/Language/Provision Examination)
    11:15 - 12:00, Written by Jordan C. Butler and Matthew C. Curran. Presented by Jordan C. Butler in Dayton and Matthew C. Curran in Cincinnati.
  4. Covering Your Tail and Strategically Negotiating Risk: Indemnification, Limitations of Liability and Insurance
    1:00 - 2:00, Written by Jordan C. Butler and Matthew C. Curran. Presented by Jordan C. Butler in Dayton and Matthew C. Curran in Cincinnati.
    1. Duties to Defend, Indemnify and Hold Harmless (Enforceability Issues)
    2. Effective Indemnification Provisions (w/Examples)
    3. Sophisticated Drafting Tips
    4. High-Level Review Techniques
    5. Top Mistakes Made by Attorneys During Negotiations
    6. Availability of Recovery Under Common Law Indemnity and Contribution Theories
    7. How to Strategically Negotiate Liability Limitation Provisions
    8. Statutory and Public Policy Constraints to Indemnity and Risk Allocation
    9. Insurance Clauses That Work
    10. Case Law Review and Real-World Examples
  5. Evading Enforceability Issues and Effectively Negotiating Conditions
    2:15 - 3:00, Written by Jordan C. Butler and Gabriel J. Kurcab. Presented by Jordan C. Butler in Dayton and Gabriel J. Kurcab in Cincinnati.
    1. Negotiating Conditions That Trigger Liquidated Damage Clauses
    2. Representations and Warranties: Traps for the Unwary
    3. Advanced Drafting Secrets to Ensure Enforceability
    4. Boilerplate Integration Clause Examination
    5. Severability Clauses - Pitfalls to Avoid
    6. Real-Life Examples of Confidentiality Clauses
    7. Top Mistakes Made in Non-Compete Clauses
    8. Use of Set Liquidated Damages to Deter Breach of Non-Compete
    9. Intangible Asset and Intellectual Property Problems
    10. How Context Affects a Court's View of the Covenant
    11. Case Law Review
  6. The Refined Art of Bargaining Price, Adjustments and Payment in Agreements
    3:00 - 3:45, Written by Gregory M. Gantt and Gabriel J. Kurcab. Presented by Gregory M. Gantt in Dayton and Gabriel J. Kurcab in Cincinnati.
    1. Sample Review of Real-World Language and Clauses
    2. Articulating Formulas That all Parties Agree To
    3. Sophisticated Purchase Price Negotiations
    4. Price Adjustment Negotiation and Re-Negotiation Strategies
    5. Push-Back on Price/Price Adjustments
    6. What to do When Negotiations Come to a Halt
    7. Holdback "Hitches"
    8. Critical Tax Considerations and Allocation Issues
    9. Payment by Stock or Promissory Note - Do's and Don'ts
    10. Case Law Review
  7. Complex Contract Dispute Issues and Remedies
    3:45 - 4:30, Written by Stephen A. Weigand. Presented by Stephen A. Weigand in Dayton and Cincinnati.
    1. Advanced Drafting Techniques of Arbitration Clauses
    2. Picking Your Battles: Claims Between Owners vs. Designers, vs. General Contractors, Subcontractors and Suppliers
    3. Advanced Remedies for Breach
    4. Large Multiparty Contract Dispute Do's and Don'ts
    5. Who's Responsible? Recent Case Law and Current Trends

JORDAN C. BUTLER is an attorney with Carlile Patchen & Murphy LLP. Mr. Butler focuses his practice on tax advice and planning, business transactions, real estate transactions, and other commercial matters. He has experience with drafting and negotiating asset and equity purchase agreements, real estate purchases, income tax settlements, lease agreements, and a variety of other business contracts. He also has experience with entity formation, governance, operations, and some business litigation. Mr. Butler is a member of the Ohio State Bar Association and the Columbus Bar Association. He has been admitted to practice before the state of Ohio, the U.S. District Court for the Southern District of Ohio, and the U.S. Tax Court. Mr. Butler earned his undergraduate degree from Miami University, his J.D. degree from Capital University Law School, and his LL.M. degree in taxation from the University of Miami School of Law. (Dayton location)

KESSIA C. CERICOLA is an attorney at her firm, Cericola LLC, where she helps individuals, businesses and entrepreneurs with their legal business needs. She is passionate about helping entrepreneurs to start their businesses, providing sound legal advice to business partners. Ms. Cericola pays close attention to her clients’ needs and manages their legal risk through customized contracts, agreements and other solutions. Her diverse background, broad network and cultural sensitivity adds great value to her clients. Ms. Cericola earned her LL.B. degree from Faculdade de Direito de São Bernardo do Campo and her LL.M. degree from The Ohio State University Moritz College of Law. She is licensed to practice in the U.S. and Brazil. (Dayton and Cincinnati locations)

MATTHEW C. CURRAN is an attorney at Lindhorst & Dreidame Co., L.P.A., where he focuses his practice on business and commercial litigation. Mr. Curran litigates cases involving breaches of commercial agreements, including leases, supply agreements, severance and non-compete agreements, franchise agreements, advertising contracts and construction contracts. He also has experience with litigation concerning regulatory matters, including Americans with Disability Act claims and California Proposition 65 violations, property damage, product liability, medical and professional malpractice, false advertising, personal injury and premises liability. As part of his practice, Mr. Curran regularly reviews and analyzes contracts, including employment agreements and private company shareholder agreements, and commercial and residential leases for purposes of both risk assessment and dispute resolution. He earned his B.A. degree from Indiana University and his J.D. degree from Boston College Law School. (Cincinnati location)

GREGORY M. GANTT is an attorney who focuses his practice on start-ups, mergers and acquisitions, small business formations, and corporate dissolutions. He is a member of the Ohio State Bar Association, Dayton Bar Association, and American Bar Association. Mr. Gantt earned his bachelor's degree from the University of Dayton and his J.D. degree from Western Michigan University. (Dayton location)

GABRIEL J. KURCAB is a corporate attorney at Katz Teller Brant & Hild in Cincinnati, Ohio. Mr. Kurcab regularly speaks on the topics of M&A, corporate counseling, and contract drafting. He earned his J.D. degree, cum laude, from Georgetown University Law Center. (Cincinnati location)

STEPHEN A. WEIGAND is an attorney with Faruki Ireland Cox Rhinehart & Dusing PLL, where his litigation practice focuses on representing financial institutions and corporations in lawsuits involving claims alleging breach of contract, business torts, limited liability member disputes, violations of non-compete agreements, misappropriation of trade secrets, violations of the Fair Credit Reporting Act and the Fair Debt Collection Practices Act. Mr. Weigand has also defended multiple companies in adversary proceedings in federal bankruptcy courts throughout Ohio and Indiana. He earned his Bachelor of Science degree in business administration from Bowling Green State University and his J.D. degree from the University of Cincinnati College of Law. (Dayton and Cincinnati locations)

Please refer to Continuing Education Credit FAQ for general information about seeking credit for your participation in one of our continuing education programs.

Additionally, our team of credit specialists are here to answer your specific credit-related questions weekdays 7am - 5pm Central:

Phone: 866-240-1890

Email: credit@nbi-sems.com

Accreditation Details:

Continuing Legal Education

KY CLE: 6.00 Includes - Ethics: 1.00
This activity has been approved by the Kentucky Bar Association Continuing Legal Education Commission for a maximum of 6.0 credits, of which 1.0 hour relates to ethical considerations.


OH CLE: 6.00 Includes - Ethics: 1.00
This course has been approved by the Ohio Supreme Court Commission on Continuing Legal Education for 6.0 CLE credit hours, including 1.0 hour of attorney professional conduct instruction.


International Association for Continuing Education Training

N IACET: 0.60
NBI, Inc. is accredited by the International Association for Continuing Education and Training (IACET) and is authorized to issue the IACET CEU. NBI, Inc. is authorized by IACET to offer 0.6 CEUs for this program. At the end of the program, participants must complete a self-assessment in order to receive credit. 100% attendance is required. (Provider #1004558)

Upon completion of this course, attendee will be able to: 1. State one sophisticated negotiation strategy. 2. State two ethical issues. 3. List two advanced contract examination and drafting techniques. 4. State two tips for strategically negotiating risk. 5. Describe how to evade enforceability issues. 6. State two tips for bargaining price. 7. Describe two complex contract dispute issues and remedies.

National Association of State Boards of Accountancy

N NAS: 7.00 Includes - Behavioral Ethics: 1.00, Business Law: 6.00
NBI, Inc. is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.nasbaregistry.org. This program is designed to qualify for 7.0 hours (based on 50 minute credit hour) of continuing professional education credit for accountants. For more information regarding administrative policies such as complaint and refund, please contact our offices at (800) 930-6182.

This is an intermediate to advanced level program presented in a group live setting. Accountants should have a basic understanding of the sophisticated issues in dealing with contracts. Upon completion of this course, attendee will be able to: 1. State two negotiation strategies. 2. List one preliminary business contract consideration. 3. Restate two initial mistakes that lead to contract disputes. 4. Describe an indemnification provision gone wrong. 5. State how to prevent your clients from being casualties of competition issues. 6. State two tips for handling price and payment obstacles. 7. Describe how to limit representations and warranties. 8. List one limitation of liability and insurance landmine. 9. State two tips for what to do when agreements go bad. 10. State two ethical issues for the transactional attorney. Field(s) of Study -- Behavioral Ethics; Business Law.

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Questions


How To Order

Web: Order Now
Call: 800.930.6182
Fax: 715.835.1405
Mail: NBI
P.O. Box 3067
Eau Claire, WI 54702