Consumer Law

PA Specific

4.62

Pennsylvania Business Drafting Essentials

Credits Available
Credit Status Total
New Jersey CLE Approved 7.2 Total
New York CLE Approved 7 Total
Pennsylvania CLE Approved 6 Total
OnDemand
5 hours 51 minutes
Richard Joyce
Gregory Teufel
Delia Bouwers Bianchin
With Richard J. Joyce from Nalli, Elias & Associates, P.C. + 2 others
Recorded April 28, 2025
Product ID 100011

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Overview

Know How to Prepare Shareholder Agreements, APAs, and Other Common Business Documents

Legal documents for a business are essential in protecting the interests of everyone involved. Get seasoned drafting advice on preparing common business contracts. Join our experienced faculty as they explain the fundamentals of drafting and overcoming obstacles when creating anything from commercial leases to employment agreements to independent contractor agreements and more. Don't miss out on this event and register today!

  • Stay informed about how federal and state laws affect business agreements.
  • Examine essential guidelines for ensuring compliance with state and federal LLC operating agreements.
  • Get experienced advice on preparing governing documents for LLCs, partnerships, and corporations.
  • Identify key considerations for drafting asset purchase agreements.
  • Learn how to overcome key issues in a wide array of common business contracts.
  • Know how to lay the foundation for drafting an essential business document.
  • Evaluate and determine the business needs of clients for negotiating commercial leases.

Abbreviated Agenda

  1. State and Federal Business Contract Laws, Trends, and Case Law
  2. Operating and Partnership Agreements
  3. Shareholder and Members Agreements
  4. Asset Purchase Agreements
  5. Common Business Agreements (With Samples)
  6. Negotiating and Redlining Commercial Leases
  7. Ethics of Business Contract Law
Product ID 100011

Credit Details

Credits Available
Credit Status Total
New Jersey CLE Approved 7.2 Total
New York CLE Approved 7 Total
Pennsylvania CLE Approved 6 Total
Select Jurisdiction
CLE

Agenda

All times are shown in
  1. State and Federal Business Contract Laws, Trends, and Case Law

    1. Choice of Law Issues
    2. E-Contracts
    3. State Statutory and Case Law Updates
    4. UCC Update
  2. Operating and Partnership Agreements

    1. Sample Operating Agreement Walkthrough
    2. Tax Status & LLC Type
    3. Roles and Responsibilities
    4. Voting Provisions
    5. Distributions and Allocations
    6. Transfer Restrictions
  3. Shareholder and Members Agreements

    1. Sample Shareholder Agreement Walkthrough
    2. Key Definitions
    3. Organization and Governance
    4. Ownership Interests and Share Issuance
    5. Additional Formalities and Procedures
    6. Obligations
    7. Transfer Restrictions, Tag-Along and Drag-Along Rights
  4. Asset Purchase Agreements

    1. Sample APA Walkthrough
    2. Key Definitions and Transferred Assets
    3. Liabilities
    4. Covenants
    5. Conditions
    6. Representations and Warranties
    7. Indemnification
  5. Common Business Agreements (With Samples)

    1. Employment Agreements
    2. Independent Contractor Agreements
    3. Non-Competition Agreements
    4. Non-Disclosure Agreements
    5. Memorandum of Understanding
    6. Website Privacy Policies and Website Terms of Use
    7. IP Agreements
  6. Negotiating and Redlining Commercial Leases

    1. Sample Lease Walkthrough
    2. Key Definitions
    3. Lease Disputes
    4. Counseling Clients on Rights Under the Lease
    5. Overlooked Lease Provisions
    6. Maintenance and Repair Clauses
    7. Common Area Maintenance and Tenant Improvement Allowance
  7. Ethics of Business Contract Law

    1. Avoiding Conflicts of Interests
    2. Compliance with Federal and State Laws, Rules, and Regulations
    3. Confidentiality
    4. Protection and Proper Use of Company Assets

Who Should Attend

This basic level online seminar is designed for attorneys. Paralegals may also benefit.

Speakers

Richard J Joyce
Richard J.
Joyce
Nalli, Elias & Associates, P.C.
Gregory H Teufel
Gregory H.
Teufel
OGC Law, LLC
Delia Bouwers Bianchin
Delia
Bouwers Bianchin
Outside Virtual Counsel, LLC
Speaker bio
Richard J Joyce

Richard J. Joyce

Nalli, Elias & Associates, P.C.
Richard Joyce

is an attorney of counsel with Nalli, Elias & Associates, P.C. His practice areas are contract law, contract drafting, review and negotiation; small business law, business formation and organizational documents; business governance and administration; as well as dissolution and conflict management; and public governance, public ethics, government contracts, and infrastructure management and regulation. Mr. Joyce served as adjunct faculty at the University of Pittsburgh, teaching legal issues in public service. He is a member of the Beaver County and Pennsylvania bar associations. Mr. Joyce earned his B.S. degree from Indiana University of Pennsylvania, his J.D. degree from the Duquesne University School of Law and his MPPM degree from the University of Pittsburgh - Graduate School of Public and International Affairs (GSPIA).

Speaker bio
Gregory H Teufel

Gregory H. Teufel

OGC Law, LLC
Gregory Teufel

is the founder and managing member of the Pittsburgh law firm OGC Law, LLC. He focuses his practice on outside general counsel work and commercial litigation. Mr. Teufel's broad base of experience includes drafting and negotiating a wide variety of commercial agreements on a regular basis that frequently include indemnification, competition, and confidentiality provisions of various types. He frequently handles breach of contract litigation matters as well. Mr. Teufel is a member of the Allegheny County and Pennsylvania bar associations and The West Virginia State Bar. He earned his B.S. degree, magna cum laude, from Kings College and his J.D. degree, cum laude, from the University of Michigan Law School.

Speaker bio
Delia Bouwers Bianchin

Delia Bouwers Bianchin

Outside Virtual Counsel, LLC
Delia Bouwers Bianchin

is a seasoned business attorney and currently serves as managing partner at Outside Virtual Counsel, LLC. She focuses her practice on corporate, commercial, employment, intellectual property and commercial litigation matters. Ms. Bianchin has over two decades of high level experience practicing law. For the first decade of her career, she focused in complex commercial litigation at two large prominent law firms in Pittsburgh, and then spent ten years as in-house counsel for a diversified contract manufacturing company and for a dynamic start-up. In those first ten years of practice, Ms. Bianchin practiced complex commercial litigation at  both K&L Gates (formerly Kirkpatrick & Lockhart LLP) and Eckert Seamans Cherin & Mellott LLC. She then joined Penn United Technologies, Inc., and for ten years held the position of general counsel for the diversified, international precision tool and die manufacturing company based in Cabot, Pennsylvania. More recently, Ms. Bianchin has developed a boutique practice, focused on providing outside general counsel legal services to small and medium-sized businesses in western Pennsylvania and across the country. She earned her B.A. degree in English from Calvin College and her J.D. degree from the University of Pittsburgh School of Law; where she simultaneously served as the editor-in-chief of the Journal of Law and Commerce and research editor for the University of Pittsburgh Law Review. Ms. Bianchin is actively involved in community affairs, serving on various organizational and non-profit charitable boards and as a volunteer. She is a member of the Butler County, Allegheny County and Pennsylvania bar associations.

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