Audio CD + Course Book

Drafting and Reviewing Business Contracts

Audio CD + Course Book

Copyright Date:

December, 2017

Product ID#:


Audio + Course Book

Credit Information

Continuing Legal Education

  • GA CLE - 6.00


  • NALA - 6.00
  • NFPA
From Event: Drafting and Reviewing Business Contracts, held December 2017.

Program Description

In this essential overview of business contract drafting and review, you'll move beyond dry legal theory and get real-world pointers on how representations and warranties, indemnification provisions, and other clauses actually work. You'll get the contract drafting and review skills you need to maximize protections and minimize liabilities. Don't overlook the foundational aspects of contracts you should be catching. Get this guide and obtain the skills you need to confidently draft and review business contracts. Order today!

Course Content

  1. Drafting Fundamentals: Essential Elements and Boilerplate Language
  2. Representations and Warranties: Real-World Pointers
  3. Indemnification Provisions 101: Putting Theory Into Practice
  4. Non-Competes and Restrictive Covenants: Expanding on Core Knowledge
  5. Drafting in Anticipation of Future Litigation: Controlling Law, Arbitration and More
  6. Contract Ethics

Continuing Education Credit

Continuing Legal Education – CLE: 6.00 GA - Credit Approval Expiration 12/13/3018 *

National Association of Legal Assistants, Inc. – NALA: 6.00 N - Credit Approval Expiration 12/13/2019 *

National Federation of Paralegal Associations, Inc. – NFPA

* denotes specialty credits

Agenda / Content Covered

  1. Drafting Fundamentals: Essential Elements and Boilerplate Language
    9:00 - 10:00, Maya Simmons Rogers
    1. Types of Contracts and Requirements
    2. Boilerplate Provisions and Dangers
    3. Key Terms and Definitions
    4. Ensuring Essential Provisions Work Together
    5. Avoiding Ambiguity
    6. Current Legal Updates
    7. Example Checklists
  2. Representations and Warranties: Real-World Pointers
    10:00 - 11:00, Michael J. Gorby
    1. Key Principals and Common Elements
    2. Essential Information to Disclose
    3. Maximizing Protections and Limiting Exposures
    4. Setting Conditions for Closing the Deal
    5. Setting Survival Periods: Length and Extent
    6. Prepping for Breaches of Representations and Warranties
  3. Indemnification Provisions 101: Putting Theory Into Practice
    11:15 - 12:15, Michael J. Gorby
    1. Contractual Indemnity: How it Works
    2. Applicable Laws
    3. When to Use and Possible Alternatives
    4. Determining Scope and Risk Allocation
    5. Aligning with Limitation of Liability and Other Provisions
    6. Coordinating with Insurance Policies
  4. Non-Competes and Restrictive Covenants: Expanding on Core Knowledge
    1:15 - 2:15, Maya Simmons Rogers
    1. Legality and Use
    2. Determining Reasonableness and Enforceability
    3. Setting Duration, Definitions and Scope
    4. Ensuring Non-Competition and Non-Solicitation
    5. Protecting Trade Secrets
  5. Drafting in Anticipation of Future Litigation: Controlling Law, Arbitration and More
    2:30 - 3:30, David M. Messer
    1. How to Draft for Fact Finders
    2. Litigation Provisions vs. Arbitration Provisions
    3. Termination Provisions: Ensuring Clarity
    4. Determining Choice of Law, Proper Venue and Jurisdiction
    5. Future Bankruptcies: How to Prepare
    6. Provisions That May Outlive Contract Termination
  6. Contract Ethics
    3:30 - 4:30, David M. Messer
    1. Who is the Client?
    2. Unrepresented Parties
    3. Jurisdictional Issues
    4. Conflicts of Interest

MICHAEL J. GORBY, founder and partner with Gorby Peters & Associates, LLC, is a nationally recognized leader in complex corporate disputes, professional negligence cases, and liability issues that arise for property owners and managers, such as hotel chains, restaurants, shopping centers, apartment complexes, office buildings, and other public venues. Since 1998, Mr. Gorby has served as the program chair for the Institute of Continuing Legal Education in Georgia (an affiliate of the University of Georgia) on the topic of premises liability. He is also the author of a popular legal treatise, Premises Liability in Georgia, which was first published in 1998 by the Harrison Company (now Thomson Reuters/West) and which is now in its second edition. Mr. Gorby serves as an instructor/lecturer for Georgia Tech Procurement Assistance Center (GTPAC) in the area of procuring government contracts. Mr. Gorby has tried cases around the country on behalf of plaintiffs and defendants in complex commercial cases and professional negligence cases.

DAVID M. MESSER is an attorney with the firm of Briskin, Cross & Sanford, LLC. His practice focuses on a full spectrum of business law, with an emphasis on all phases of business dispute resolution, including trials, appeals, mediation and arbitration. Mr. Messer practiced as a business trial lawyer in Oklahoma for six years prior to joining Briskin, Cross & Sanford, LLC. In addition to his work in business litigation and negotiation, he has extensive experience in oil and gas litigation, homeowners' association disputes and election disputes. Mr. Messer has also successfully represented clients in a number of appeals before the Oklahoma Court of Civil Appeals and the Oklahoma Supreme Court. He is an adjunct professor at Reinhardt University in Alpharetta, Georgia, where he teaches a variety of courses on business law and ethics. Mr. Messer is admitted to practice law in Georgia and Oklahoma; as well as before the U.S. District Court for the Northern, Middle, and Southern Districts of Georgia; the U.S. District Court for the Northern and Eastern Districts of Oklahoma; and the U.S. Court of Appeals for the Tenth Circuit. He is a former registered mediator with the Georgia Commission for Dispute Resolution and was honored by his peers as one of Georgia Trend's Legal Elite for 2009. Mr. Messer earned his B.S. degree from Free Will Baptist Bible College; his M.C.M. degree from Southern Baptist Theological Seminary; and his J.D. degree, with highest honors, from the University of Tulsa College of Law.

MAYA SIMMONS ROGERS is the managing partner of Simmons Rogers, LLC. In this role, she serves as outside general counsel to a variety of businesses, including technology companies, fashion designers and influencers, retail stores, franchisees, and non-profits. As outside general counsel, she handles transactional, intellectual property, and litigation matters on behalf of her clients. Prior to founding Simmons Rogers, LLC, Mrs. Simmons Rogers was able to gain extensive experience handling litigation and transactional matters for businesses in varying stages from start-ups to Fortune 500 companies. As a strong believer in ADR, she has represented her clients in numerous arbitrations and mediations in addition to resolving disputes as an arbitrator and mediator. Mrs. Simmons Rogers served on the Executive Board of the Georgia Association of Black Women Attorneys and the Board of Directors for the Refugee Women's Network, serving as treasurer for four years. In 2017, her firm began hosting free legal clinics in South Georgia featuring lawyers from across the state. As a result of her experience and service, she was recognized as one of The National Black Lawyers Top 40 under 40 in 2015, 2016, and 2017. Mrs. Simmons Rogers earned her B.S. and M.B.A. degrees, both summa cum laude, from Florida A&M University and her J.D. degree from The University of Michigan Law School.

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


Accreditation Details:

Continuing Legal Education

GA CLE: 6.00 Credit Approval Exp
Includes - Ethics: 1.00
This program is approved by the Georgia Commission on Continuing Lawyer Competency. This program may qualify for up to 6.0 hours of distance learning continuing legal education credit with the Georgia Commission on Continuing Lawyer Competency, which includes 1.0 hour of distance learning ethical considerations.

National Association of Legal Assistants, Inc.

N LA: 6.00 Credit Approval Exp
Includes - Ethics: 1.00
This seminar meets the requirements of the Certifying Board for Legal Assistants of the National Association of Legal Assistants, Inc., for 6.0 hours, including 1.0 ethics, of continuing legal assistant education self-study credit required to maintain the CLA (Certified Legal Assistant) credential.

National Federation of Paralegal Associations, Inc.

N PAR: Credit Approval Exp
NBI, Inc. is a NFPA approved CLE provider.

Additional Format Options


How To Order

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