Business & Securities Law

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Buying and Selling a Small Business: Tactics for Both Sides

Credits Available
Credit Status Total
Alaska CLE Reciprocity 6 Total
Alabama CLE Approved 6 Total
Arkansas CLE Approved 6 Total
Arizona CLE Approved 6 Total
California CLE Approved 6 Total
Colorado CLE Approved 7 Total
Connecticut CLE Approved 6 Total
Delaware CLE Approved 6 Total
Florida CLE Approved 7 Total
Georgia CLE Approved 6 Total
Hawaii CLE Approved 6 Total
Iowa CLE Approved 6 Total
Idaho CLE Approved 6 Total
Illinois CLE Approved 6 Total
Indiana CLE Approved 6 Total
Kansas CLE Approved 7 Total
Kentucky CLE Approved 6 Total
Louisiana CLE Approved 6 Total
Maine CLE Approved 6 Total
Minnesota CLE Approved 6 Total
Missouri CLE Approved 7.2 Total
Northern Mariana Islands CLE Approved 6 Total
Montana CLE Approved 6 Total
North Carolina CLE Approved 6 Total
Nebraska CLE Approved 6 Total
New Hampshire CLE Approved 6 Total
New Jersey CLE Approved 7.2 Total
New Mexico CLE Approved 6 Total
Nevada CLE Approved 6 Total
New York CLE Approved 7 Total
Ohio CLE Approved 6 Total
Oklahoma CLE Approved 7 Total
Pennsylvania CLE Approved 6 Total
Rhode Island CLE Upon Request 7 Total
South Carolina CLE Approved 6 Total
Tennessee CLE Approved 6 Total
Texas CLE Approved 6 Total
Utah CLE Approved 6 Total
Virginia CLE Approved 6 Total
Vermont CLE Approved 6 Total
Washington CLE Approved 6 Total
Wisconsin CLE Approved 7 Total
West Virginia CLE Approved 7.2 Total
Wyoming CLE Approved 6 Total
Arizona CPE for Accountants Approved 7 Total
New York CPE for Accountants Approved 7 Total
Washington CPE for Accountants Approved 7 Total
Wisconsin CPE for Accountants Approved 7.2 Total
CPE for Accountants/NASBA Approved 7 Total
Live Online
6 hours
Alfonso Vilaboa
Julie Globus
Arthur Nathan
Danielle Hudson Laughlin
Kimberly Lowe
Tom Snook
With Alfonso M. Vilaboa from Miller Shah LLP + 5 others

Tue, Dec 01, 00:00 AM – 00:00 PM

Product ID 102759

Register For Course

Course Includes
$449

Live Webinar Registration

OnDemand Recording

Course Book Download

OnDemand content will be available within 7 days of event date.

Overview

Both Sides of the Table, One Complete Playbook

Buying or selling a business is often the largest financial transaction a client will ever make - and small mistakes in structure, diligence, or drafting can be costly. This intermediate program covers the full deal arc - valuation through post-closing - with dual-perspective analysis throughout. Buyers' counsel will sharpen due diligence instincts and spot hidden liabilities before closing. Sellers' counsel will refine structuring skills that protect legacy and maximize after-tax proceeds. Topics include LOIs, asset versus stock elections, reps and warranties, earnouts, restrictive covenants, and the ethics obligations that run throughout. Register today!

  • Spot due diligence red flags before your buyer client is committed.
  • Structure asset vs. stock elections to maximize after-tax proceeds.
  • Draft LOIs that protect optionality without signaling weakness.
  • Negotiate reps and warranties that allocate risk without killing the deal.
  • Draft and negotiate earnouts that reduce ambiguity and minimize post-closing disputes.
  • Manage the ethics obligations that arise at every stage of a deal.

Abbreviated Agenda

  1. Deal Foundations and Client Intake
  2. Valuation Fundamentals
  3. Asset Sale vs. Stock Sale
  4. Letters of Intent
  5. Due Diligence From Both Sides
  6. Deal Documents and Risk Allocation
  7. Restrictive Covenants and Closing
  8. Ethics in Business Transactions
  9. Negotiation Tactics and Wrap-Up

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Related Topics

Product ID 102759

Credit Details

Credits Available
Credit Status Total
Alaska CLE Reciprocity 6 Total
Alabama CLE Approved 6 Total
Arkansas CLE Approved 6 Total
Arizona CLE Approved 6 Total
California CLE Approved 6 Total
Colorado CLE Approved 7 Total
Connecticut CLE Approved 6 Total
Delaware CLE Approved 6 Total
Florida CLE Approved 7 Total
Georgia CLE Approved 6 Total
Hawaii CLE Approved 6 Total
Iowa CLE Approved 6 Total
Idaho CLE Approved 6 Total
Illinois CLE Approved 6 Total
Indiana CLE Approved 6 Total
Kansas CLE Approved 7 Total
Kentucky CLE Approved 6 Total
Louisiana CLE Approved 6 Total
Maine CLE Approved 6 Total
Minnesota CLE Approved 6 Total
Missouri CLE Approved 7.2 Total
Northern Mariana Islands CLE Approved 6 Total
Montana CLE Approved 6 Total
North Carolina CLE Approved 6 Total
Nebraska CLE Approved 6 Total
New Hampshire CLE Approved 6 Total
New Jersey CLE Approved 7.2 Total
New Mexico CLE Approved 6 Total
Nevada CLE Approved 6 Total
New York CLE Approved 7 Total
Ohio CLE Approved 6 Total
Oklahoma CLE Approved 7 Total
Pennsylvania CLE Approved 6 Total
Rhode Island CLE Upon Request 7 Total
South Carolina CLE Approved 6 Total
Tennessee CLE Approved 6 Total
Texas CLE Approved 6 Total
Utah CLE Approved 6 Total
Virginia CLE Approved 6 Total
Vermont CLE Approved 6 Total
Washington CLE Approved 6 Total
Wisconsin CLE Approved 7 Total
West Virginia CLE Approved 7.2 Total
Wyoming CLE Approved 6 Total
Arizona CPE for Accountants Approved 7 Total
New York CPE for Accountants Approved 7 Total
Washington CPE for Accountants Approved 7 Total
Wisconsin CPE for Accountants Approved 7.2 Total
CPE for Accountants/NASBA Approved 7 Total

Credit Details by Jurisdiction

Live Webinar Registration

CLE Credits
Alaska CLE Reciprocity · 6 Total Credits
  • 1 MECLE Ethics

Live - Alaska CLE - 6: Alaska Bar members may claim credit for attending CLE programs that have been accredited by other mandatory CLE jurisdictions. This program qualifies for 6.0 hours of credit, which includes 5.0 hours of MCLE credit and 1.0 hour of MECLE credit.

Alabama CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Live - Alabama CLE - 6: This course or a portion thereof has been approved by the Alabama State Bar Mandatory Continuing Legal Education Commission for a maximum of 6.0 credit hours, including 1.0 ethics/professionalism credit.

Arkansas CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Arkansas CLE - 6: NBI, Inc. is an accredited sponsor in the state of Arkansas. This program is approved for 6.0 hours of continuing legal education credit, including 1.0 hour of ethics, consistent with the rules and regulations of the Arkansas Supreme Court of Professional Programs.

Arizona CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Live - Arizona CLE - 6: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. This activity qualifies for 6.0 hours toward your annual CLE requirement for the State of Arizona, including 1.0 hour of professional responsibility.

California CLE Approved · 6 Total Credits
  • 1 Legal Ethics

Live - California CLE - 6: This activity has been approved for Minimum Continuing Legal Education credit by the State Bar of California in the amount of 6.0 hours, of which 1.0 hour will apply to legal ethics. NBI, Inc. certifies this activity conforms to the standards for approved education activities prescribed by the rules and regulations of the State Bar of California governing minimum continuing legal education. NBI, Inc. is a State Bar of California approved MCLE provider - #53.

Colorado CLE Approved · 7 Total Credits
  • 1.2 Professional Responsibility

Live - Colorado CLE - 7: NBI, Inc. is a Certified Provider, as recognized by the Colorado Supreme Court Continuing Legal and Judicial Education Committee. This program has been accredited for 7.0 hours of General Colorado Continuing Legal Education Credit, including 1.20 professional responsibility credit.

Connecticut CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Live - Connecticut CLE - 6: Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. It is the opinion of NBI, Inc. that this activity qualifies for 6.0 hours toward your annual CLE requirement in Connecticut, including 1.0 hour(s) of ethics/professionalism.

Delaware CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Delaware CLE - 6: NBI, Inc. is an accredited sponsor of the Delaware Commission on Continuing Legal Education and recommends this program for 6.0 hours of eCLE credit, including 1.0 hour of ethics.

Florida CLE Approved · 7 Total Credits
  • 7 Business Litigation
  • 1 Professional Responsibility

Live - Florida CLE - 7: Approved by The Florida Bar for a maximum of 7.0 general hours of CLER credit including 1.0 hour of professional responsibility (may include legal ethics, professionalism, substance abuse or mental illness and wellness programs). Certification: 7.0 - Business Litigation

Georgia CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Georgia CLE - 6: This program is approved by the Commission on Continuing Lawyer Competency of the State Bar of Georgia. This program qualifies for 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 ethics.

Hawaii CLE Approved · 6 Total Credits
  • 1 Ethics/Professional Responsibility

Live - Hawaii CLE - 6: NBI, Inc. is an Accredited Provider with the Hawaii State Board of Continuing Legal Education. This alternative format activity has been approved for 6.0 hours of credit for the state of Hawaii, which includes 1.0 hour of ethics or professional responsibility education.

Iowa CLE Approved · 6 Total Credits
  • 1 Legal Ethics

Live - Iowa CLE - 6: "Buying and Selling a Small Business: Tactics for Both Sides" is an accredited program under the regulations of the Iowa Supreme Court Commission on Continuing Legal Education. It is planned that this program will provide a maximum of 6.0 hours of regular credit toward the mandatory continuing legal education requirements under the Iowa rule, including 1.0 hour of legal ethics credit.

Idaho CLE Approved · 6 Total Credits
  • 1 Legal Ethics/Professional Responsibility

Live - Idaho CLE - 6: Approved for 6.0 hours of continuing legal education credit in the state of Idaho, which includes 1.0 legal ethics or professional responsibility credit.

Illinois CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Live - Illinois CLE - 6: This program has been approved by the Illinois MCLE Board for 6.0 hours of CLE credit, which includes approval for 1.0 hour of legal ethics, civility, professionalism or sexual harassment prevention training CLE credit by the Illinois Supreme Court Commission on Professionalism.

Indiana CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Indiana CLE - 6: This course has been approved by the Indiana Supreme Court Office of Admissions & Continuing Education. Participating attorneys are eligible to receive 6.0 hours of distance education, which includes 1.0 hour of ethics.

Kansas CLE Approved · 7 Total Credits
  • 1 Ethics/Professionalism

Live - Kansas CLE - 7: Approved by Kansas CLE for 7.0 hours of continuing legal education credit, which includes 1.0 hour of ethics and professionalism credit.

Kentucky CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Kentucky CLE - 6: This activity has been approved by the Kentucky Bar Association Continuing Legal Education Commission for a maximum of 6.0 credits, including 1.0 ethics credits.

Louisiana CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Louisiana CLE - 6: This course or a portion thereof has been approved by the Louisiana Mandatory Continuing Legal Education Committee of the Louisiana State Bar Association. This program qualifies for 6.0 hours (based on a 60-minute credit hour) of computer based credit, of which 1.0 hour will apply to computer based ethics credit.

Maine CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course shall receive 6.0 hours of CLE credit including 1.0 ethics hours.

Course Book - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course will receive 6.0 hours of self-study CLE credit.

Minnesota CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Minnesota CLE - 6: This course has been approved by the Minnesota Board of Continuing Legal Education for 6.0 hours of standard CLE credit, including 1.0 hour of ethics credit.

Missouri CLE Approved · 7.2 Total Credits
  • 1.2 Ethics, Professionalism or Malpractice Prevention

Live - Missouri CLE - 7.2: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for 7.20 hours of CLE credit, which includes 1.20 hour of ethics, professionalism or malpractice prevention credit.

Course Book - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for 6.0 self-study CLE credit hours.

Northern Mariana Islands CLE Approved · 6 Total Credits

Live - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of CLE credit.

Course Book - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.

Montana CLE Approved · 6 Total Credits
  • 1 Professional Fitness and Integrity

Live - Montana CLE - 6: Approved for 6.0 hours of CLE credit by the Montana Commission of Continuing Legal Education, including 1.0 hour of professional fitness and integrity credit.

North Carolina CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Live - North Carolina CLE - 6: NBI, Inc. is an accredited sponsor with the North Carolina State Board of Continuing Legal Education. Attendance of this program will result in 6.0 hours of CLE credit, including 1.0 professional responsibility.

Nebraska CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Live - Nebraska CLE - 6: NBI, Inc. is an accredited CLE sponsor in the state of Nebraska. This activity has been approved for 6.0 distance learning CLE credits, including 1.0 hour of professional responsibility credit.

New Hampshire CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Live - New Hampshire CLE - 6: NHMCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. NBI, Inc. believes this course meets the requirements of NH Supreme Court Rule 53 toward the annual NHMCLE requirement.

New Jersey CLE Approved · 7.2 Total Credits
  • 1.2 Ethics/Professionalism

Live - New Jersey CLE - 7.2: This program has been approved by the Board on Continuing Legal Education of the Supreme Court of New Jersey for 7.20 hours of total CLE credit. Of these, 1.20 qualifies as hours of credit for ethics/professionalism.

New Mexico CLE Approved · 6 Total Credits
  • 1 Ethics

Live - New Mexico CLE - 6: This program has been approved by the Board of Bar Commissioners of the State Bar of New Mexico for 6.0 hours of credit, including 1.0 hour of ethics.

Nevada CLE Approved · 6 Total Credits
  • 1 Ethical Considerations

Live - Nevada CLE - 6: This course has been approved by the Nevada Board of Continuing Legal Education. This program qualifies for 6.0 hours of alternative format CLE credits by the Nevada Board of Continuing Legal Education, which includes 1.0 hour of alternative format ethical considerations.

New York CLE Approved · 7 Total Credits
  • 6 Areas of Professional Practice
  • 1 Ethics/Professionalism

Live - New York CLE - 7: This course has been approved in accordance with the requirements of the New York State Continuing Legal Education Board for a maximum of 7.0 credit hours. 6.0 hours will apply to the areas of professional practice requirement and 1.0 hour can be applied toward the Ethics/Professionalism requirement. This nontraditional format program is approved for experienced attorneys. NBI, Inc. offers a Financial Hardship Policy for qualifying individuals. To apply, please submit a request via email to our Tuition Discount Committee at customerservice@nbi-sems.com.

Ohio CLE Approved · 6 Total Credits
  • 1 Professional Conduct

Live - Ohio CLE - 6: This course has been approved by the Supreme Court of Ohio Commission on Continuing Legal Education for 6.0 CLE credit hours, including 1.0 hour of attorney professional conduct instruction.

Oklahoma CLE Approved · 7 Total Credits
  • 1 Legal Ethics

Live - Oklahoma CLE - 7: This course has been approved by the Oklahoma Bar Association Mandatory Continuing Legal Education Commission for 7.0 hours of CLE credit, which includes 1.0 hour of legal ethics.

Pennsylvania CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Pennsylvania CLE - 6: This program has been approved by the Pennsylvania Continuing Legal Education Board for a total of 6.0 hours, including 5.0 hours of substantive law, practice and procedure CLE credit and 1.0 hour of ethics, professionalism or substance abuse CLE credit.

Rhode Island CLE Upon Request · 7 Total Credits
  • 1 Legal Ethics

Live - Rhode Island CLE - 7: NBI is an accredited sponsor with the Rhode Island MCLE Commission. Upon course completion and credit request submittal, an application will be submitted to the Rhode Island MCLE Commission.

South Carolina CLE Approved · 6 Total Credits
  • 1 Legal Ethics/Professional Responsibility

Live - South Carolina CLE - 6: This course is accredited by the South Carolina Commission on Continuing Legal Education and Specialization for 6.0 alternatively delivered hours, of which 1.0 hour relates to legal ethics and professional responsibility.

Tennessee CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Live - Tennessee CLE - 6: This course has been approved by the Tennessee Commission on Continuing Legal Education for a maximum of 6.0 hours of Distance Learning credit, including 1.0 hour of ethics/professionalism (EP) credit.

Texas CLE Approved · 6 Total Credits
  • 1 Legal Ethics/Professional Responsibility

Live - Texas CLE - 6: This course is accredited for Minimum Continuing Legal Education credit by the State Bar of Texas Committee on MCLE in the amount of 6.0 credit hours, of which 1.0 credit hour will apply to legal ethics/professional responsibility credit. Hours in attendance at National Business Institute CLE seminars may be applied to the minimum Judicial Education requirement.

Utah CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Utah CLE - 6: National Business Institute is an approved "presumptive provider" with the Utah State Board of Continuing Legal Education. This program qualifies for a maximum of 6.0 hours of Live CLE credit for Utah attorneys, which includes 1.0 hour of ethics credit.

Virginia CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Live - Virginia CLE - 6: This course has been approved by the Virginia Mandatory Continuing Legal Education Board for 6.0 hours of credit, of which 1.0 hour will also apply in the area of legal ethics or professionalism.

Vermont CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Vermont CLE - 6: This course has been approved by the Vermont Board of Mandatory Continuing Legal Education for 6.0 hours of credit, including 1.0 hour of ethics.

Washington CLE Approved · 6 Total Credits
  • 1 Ethics/Professional Responsibility

Live - Washington CLE - 6: Approved for 6.0 hours of Washington continuing legal education credit, which includes 5.0 hours of Law and Legal Procedure and 1.0 hour of ethics and professional responsibility.

Wisconsin CLE Approved · 7 Total Credits
  • 1 Ethics/Professional Responsibility

Live - Wisconsin CLE - 7: Approved for 7.0 hours of CLE credit by the Board of Bar Examiners, including 1.0 hour of ethics and professional responsibility (EPR) credit.

West Virginia CLE Approved · 7.2 Total Credits
  • 1.2 Ethics

Live - West Virginia CLE - 7.2: This program qualifies for 7.20 hours of credit, which includes 1.20 hour of ethics, under the West Virginia Rules for Mandatory Continuing Legal Education.

Wyoming CLE Approved · 6 Total Credits
  • 1 Ethics

Live - Wyoming CLE - 6: The Wyoming State Board of Continuing Legal Education has granted 6.0 hours of Continuing Legal Education Credit, including 1.0 hour of ethics.

Other Credits
Arizona CPE for Accountants Approved · 7 Total Credits

Live - Arizona CPE for Accountants - 7: The Arizona State Board of Accountancy does not approve or accredit CPE activities for the Mandatory Continuing Professional Education requirement. This activity is designed to qualify for 7.0 hours of CPE credit for accountants toward their CPE requirement for the state of Arizona.

New York CPE for Accountants Approved · 7 Total Credits
  • 7 Advisory Services

Live - New York CPE for Accountants - 7: National Business Institute is an approved sponsor with the New York State Board of Public Accountancy. This program is designed to qualify for 7.0 hours of CPE credit for accountants (Sponsor License # 000232).

Washington CPE for Accountants Approved · 7 Total Credits

Live - Washington CPE for Accountants - 7: This program qualifies for 7.0 hours of continuing education credit for accountants.

Wisconsin CPE for Accountants Approved · 7.2 Total Credits

Live - Wisconsin CPE for Accountants - 7.2: This activity may qualify for 7.20 hours of CPE credit for accountants toward the requirement for the state of Wisconsin.

CPE for Accountants/NASBA Approved · 7 Total Credits
  • 6 Business Law
  • 1 Regulatory Ethics

Live - CPE for Accountants/NASBA - 7: 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, refund and program cancellation, please contact our offices at (800) 930-6182.

OnDemand Video

CLE Credits
Alaska CLE Reciprocity · 6 Total Credits
  • 1 MECLE Ethics

Earn Until

OnDemand - Alaska CLE - 6: Alaska Bar members may claim credit for attending CLE programs that have been accredited by other mandatory CLE jurisdictions. This program qualifies for 6.0 hours of credit, which includes 5.0 hours of MCLE credit and 1.0 hour of MECLE credit.

Video Download - Alaska CLE - 6: Alaska Bar members may claim credit for attending CLE programs that have been accredited by other mandatory CLE jurisdictions. This program qualifies for 6.0 hours of credit, which includes 5.0 hours of MCLE credit and 1.0 hour of MECLE credit.

Alabama CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Earn Until

OnDemand - Alabama CLE - 6: This course or a portion thereof has been approved by the Alabama State Bar Mandatory Continuing Legal Education Commission for a maximum of 6.0 on-demand credit hours, including 1.0 ethics/professionalism credit.

Arkansas CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Arkansas CLE - 6: NBI, Inc. is an accredited sponsor in the state of Arkansas. This program qualifies for 6.0 hours of on demand continuing legal education credit, including 1.0 hour of ethics, consistent with the rules and regulations of the Arkansas Supreme Court of Professional Programs.

Video Download - Arkansas CLE - 6: NBI, Inc. is an accredited sponsor in the state of Arkansas. This program qualifies for 6.0 hours of on demand continuing legal education credit, including 1.0 hour of ethics, consistent with the rules and regulations of the Arkansas Supreme Court of Professional Programs.

Arizona CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Earn Until

OnDemand - Arizona CLE - 6: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. This activity qualifies for 6.0 hours toward your annual CLE requirement for the State of Arizona, including 1.0 hour of professional responsibility.

Video Download - Arizona CLE - 6: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. This activity qualifies for 6.0 hours toward your annual CLE requirement for the State of Arizona, including 1.0 hour of professional responsibility.

California CLE Approved · 6 Total Credits
  • 1 Legal Ethics

Earn Until

OnDemand - California CLE - 6: This activity has been approved for Minimum Continuing Legal Education credit by the State Bar of California and qualifies for 6.0 hours of participatory credit, of which 1.0 hour will apply to legal ethics credit. NBI, Inc. certifies this activity conforms to the standards for approved education activities prescribed by the rules and regulations of the State Bar of California governing minimum continuing legal education. NBI, Inc. is a State Bar of California approved MCLE provider - #53.

Video Download - California CLE - 6: This activity has been approved for Minimum Continuing Legal Education credit by the State Bar of California and qualifies for 6.0 hours of self-study credit, of which 1.0 hour will apply to legal ethics credit. NBI, Inc. certifies this activity conforms to the standards for approved education activities prescribed by the rules and regulations of the State Bar of California governing minimum continuing legal education. NBI, Inc. is a State Bar of California approved MCLE provider - #53.

Colorado CLE Approved · 7 Total Credits
  • 1.2 Professional Responsibility

Earn Until

OnDemand - Colorado CLE - 7: NBI, Inc. is a Certified Provider, as recognized by the Colorado Supreme Court Continuing Legal and Judicial Education Committee. This program qualifies for 7.0 hours of home study general Colorado Continuing Legal Education Credit, including 1.20 professional responsibility credit.

Video Download - Colorado CLE - 7: NBI, Inc. is a Certified Provider, as recognized by the Colorado Supreme Court Continuing Legal and Judicial Education Committee. This program qualifies for 7.0 hours of home study general Colorado Continuing Legal Education Credit, including 1.20 professional responsibility credit.

Connecticut CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Earn Until

OnDemand - Connecticut CLE - 6: Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. It is the opinion of NBI, Inc. that this activity qualifies for 6.0 self-study hours toward your annual CLE requirement in Connecticut, including 1.0 self-study hour(s) of ethics/professionalism.

Video Download - Connecticut CLE - 6: Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. It is the opinion of NBI, Inc. that this activity qualifies for 6.0 self-study hours toward your annual CLE requirement in Connecticut, including 1.0 self-study hour(s) of ethics/professionalism.

Delaware CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Delaware CLE - 6: NBI, Inc. is an accredited sponsor of the Delaware Commission on Continuing Legal Education and recommends this program for 6.0 hours of eCLE credit, including 1.0 hour of ethics.

Florida CLE Approved · 7 Total Credits
  • 7 Business Litigation
  • 1 Professional Responsibility

Earn Until

OnDemand - Florida CLE - 7: Approved by The Florida Bar, this program qualifies for 7.0 general hours of CLER self-study credit including 1.0 hour of self-study professional responsibility (may include legal ethics, professionalism, substance abuse or mental illness and wellness programs). Certification: 7.0 - Business Litigation

Video Download - Florida CLE - 7: Approved by The Florida Bar, this program qualifies for 7.0 general hours of CLER self-study credit including 1.0 hour of self-study professional responsibility (may include legal ethics, professionalism, substance abuse or mental illness and wellness programs). Certification: 7.0 - Business Litigation

Georgia CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Georgia CLE - 6: This program is approved by the Commission on Continuing Lawyer Competency of the State Bar of Georgia. This program qualifies for 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 ethics.

Video Download - Georgia CLE - 6: This program is approved by the Commission on Continuing Lawyer Competency of the State Bar of Georgia. This program qualifies for 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 ethics.

Hawaii CLE Approved · 6 Total Credits
  • 1 Ethics/Professional Responsibility

Earn Until

OnDemand - Hawaii CLE - 6: NBI, Inc. is an Accredited Provider with the Hawaii State Board of Continuing Legal Education. This alternative format activity has been approved for 6.0 hours of credit for the state of Hawaii, which includes 1.0 hour of ethics or professional responsibility education.

Video Download - Hawaii CLE - 6: NBI, Inc. is an Accredited Provider with the Hawaii State Board of Continuing Legal Education. This alternative format activity has been approved for 6.0 hours of credit for the state of Hawaii, which includes 1.0 hour of ethics or professional responsibility education.

Iowa CLE Approved · 6 Total Credits
  • 1 Legal Ethics

Earn Until

OnDemand - Iowa CLE - 6: "Buying and Selling a Small Business: Tactics for Both Sides" is an accredited program under the regulations of the Iowa Supreme Court Commission on Continuing Legal Education. It is planned that this program will provide a maximum of 6.0 hours of unmoderated activity credit toward the mandatory continuing legal education requirements under the Iowa rule, including 1.0 hour of legal ethics unmoderated activity credit.

Idaho CLE Approved · 6 Total Credits
  • 1 Legal Ethics/Professional Responsibility

Earn Until

OnDemand - Idaho CLE - 6: Approved for 6.0 hours of self-study continuing legal education credit in the state of Idaho, which includes 1.0 self-study legal ethics or professional responsibility credit.

Video Download - Idaho CLE - 6: Approved for 6.0 hours of self-study continuing legal education credit in the state of Idaho, which includes 1.0 self-study legal ethics or professional responsibility credit.

Illinois CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Earn Until

OnDemand - Illinois CLE - 6: This program has been approved by the Illinois MCLE Board for 6.0 hours of recorded technology CLE credit, which includes approval for 1.0 hour of legal ethics, civility, professionalism or sexual harassment prevention training CLE credit by the Illinois Supreme Court Commission on Professionalism.

Video Download - Illinois CLE - 6: This program has been approved by the Illinois MCLE Board for 6.0 hours of recorded technology CLE credit, which includes approval for 1.0 hour of legal ethics, civility, professionalism or sexual harassment prevention training CLE credit by the Illinois Supreme Court Commission on Professionalism.

Indiana CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Indiana CLE - 6: This course has been approved by the Indiana Supreme Court Office of Admissions & Continuing Education. Participating attorneys are eligible to receive 6.0 hours of distance education, which includes 1.0 hour of ethics.

Kansas CLE Approved · 7 Total Credits
  • 1 Ethics/Professionalism

Earn Until

OnDemand - Kansas CLE - 7: Approved by Kansas CLE for 7.0 hours of prerecorded format continuing legal education credit, which includes 1.0 hour of ethics and professionalism credit.

Video Download - Kansas CLE - 7: Approved by Kansas CLE for 7.0 hours of prerecorded format continuing legal education credit, which includes 1.0 hour of ethics and professionalism credit.

Kentucky CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Kentucky CLE - 6: This program has been approved as a technological CLE activity by the Kentucky Bar Association Continuing Legal Education Commission and qualifies for 6.0 credits, including 1.0 ethics credits.

Video Download - Kentucky CLE - 6: This program has been approved as a technological CLE activity by the Kentucky Bar Association Continuing Legal Education Commission and qualifies for 6.0 credits, including 1.0 ethics credits.

Louisiana CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Louisiana CLE - 6: This course or a portion thereof has been approved by the Louisiana Mandatory Continuing Legal Education Committee of the Louisiana State Bar Association. This program qualifies for 6.0 hours (based on a 60-minute credit hour) of computer based credit, of which 1.0 hour will apply to computer based ethics credit.

Maine CLE Approved · 6 Total Credits

Earn Until

OnDemand - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course will receive 6.0 hours of self-study CLE credit.

Video Download - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course will receive 6.0 hours of self-study CLE credit.

Course Book - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course will receive 6.0 hours of self-study CLE credit.

Minnesota CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Minnesota CLE - 6: Approved for 6.0 hours of standard on-demand CLE credit, including 1.0 hour of ethics credit by the Minnesota Board of Continuing Legal Education.

Video Download - Minnesota CLE - 6: Approved for 6.0 hours of standard on-demand CLE credit, including 1.0 hour of ethics credit by the Minnesota Board of Continuing Legal Education.

Missouri CLE Approved · 6 Total Credits

Earn Until

OnDemand - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for 6.0 self-study CLE credit hours.

Video Download - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for 6.0 self-study CLE credit hours.

Course Book - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for 6.0 self-study CLE credit hours.

Northern Mariana Islands CLE Approved · 6 Total Credits

Earn Until

OnDemand - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.

Video Download - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.

Course Book - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.

Montana CLE Approved · 6 Total Credits
  • 1 Professional Fitness and Integrity

Earn Until

OnDemand - Montana CLE - 6: This program qualifies for 6.0 hours of self-study CLE credit by the Montana Commission of Continuing Legal Education, including 1.0 hour of professional fitness and integrity credit.

Video Download - Montana CLE - 6: This program qualifies for 6.0 hours of self-study CLE credit by the Montana Commission of Continuing Legal Education, including 1.0 hour of professional fitness and integrity credit.

North Carolina CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Earn Until

OnDemand - North Carolina CLE - 6: NBI, Inc. is an accredited sponsor with the North Carolina State Board of Continuing Legal Education. Attendance of this program qualifies for 6.0 hours of online CLE credit, including 1.0 professional responsibility.

Video Download - North Carolina CLE - 6: NBI, Inc. is an accredited sponsor with the North Carolina State Board of Continuing Legal Education. Attendance of this program qualifies for 6.0 hours of online CLE credit, including 1.0 professional responsibility.

Nebraska CLE Approved · 6 Total Credits
  • 1 Professional Responsibility

Earn Until

OnDemand - Nebraska CLE - 6: NBI, Inc. is an accredited CLE sponsor in the state of Nebraska. This activity has been approved for 6.0 distance learning CLE credits, including 1.0 hour of professional responsibility credit.

Video Download - Nebraska CLE - 6: NBI, Inc. is an accredited CLE sponsor in the state of Nebraska. This activity has been approved for 6.0 distance learning CLE credits, including 1.0 hour of professional responsibility credit.

New Hampshire CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Earn Until

OnDemand - New Hampshire CLE - 6: NHMCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. NBI, Inc. believes this course meets the requirements of NH Supreme Court Rule 53 toward the annual NHMCLE requirement.

Video Download - New Hampshire CLE - 6: NHMCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. NBI, Inc. believes this course meets the requirements of NH Supreme Court Rule 53 toward the annual NHMCLE requirement.

New Jersey CLE Approved · 7.2 Total Credits
  • 1.2 Ethics/Professionalism

Earn Until

OnDemand - New Jersey CLE - 7.2: This program has been approved by the Board on Continuing Legal Education of the Supreme Court of New Jersey for 7.20 hours of alternative format CLE credit. Of these, 1.20 qualifies as hours of alternative learning format credit for ethics/professionalism.

Video Download - New Jersey CLE - 7.2: This program has been approved by the Board on Continuing Legal Education of the Supreme Court of New Jersey for 7.20 hours of alternative format CLE credit. Of these, 1.20 qualifies as hours of alternative learning format credit for ethics/professionalism.

New Mexico CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - New Mexico CLE - 6: This program has been approved by the Board of Bar Commissioners of the State Bar of New Mexico. This program qualifies for 6.0 hours of self-study credit, including 1.0 hour of self-study ethics credit.

Video Download - New Mexico CLE - 6: This program has been approved by the Board of Bar Commissioners of the State Bar of New Mexico. This program qualifies for 6.0 hours of self-study credit, including 1.0 hour of self-study ethics credit.

Nevada CLE Approved · 6 Total Credits
  • 1 Ethical Considerations

Earn Until

OnDemand - Nevada CLE - 6: This course has been approved by the Nevada Board of Continuing Legal Education. This program qualifies for 6.0 hours of alternative format CLE credits by the Nevada Board of Continuing Legal Education, which includes 1.0 hour of alternative format ethical considerations.

Video Download - Nevada CLE - 6: This course has been approved by the Nevada Board of Continuing Legal Education. This program qualifies for 6.0 hours of alternative format CLE credits by the Nevada Board of Continuing Legal Education, which includes 1.0 hour of alternative format ethical considerations.

New York CLE Approved · 7 Total Credits
  • 6 Areas of Professional Practice
  • 1 Ethics/Professionalism

Earn Until

OnDemand - New York CLE - 7: This nontraditional format course has been approved in accordance with the requirements of the New York State Continuing Legal Education Board for up to 7.0 credit hours. 6.0 hours will apply to the areas of professional practice requirement and is approved for experienced attorneys. 1.0 hour can be applied toward the Ethics/Professionalism requirement and is approved for experienced attorneys. NBI, Inc. offers a Financial Hardship Policy for qualifying individuals. To apply, please submit a request via email to our Tuition Discount Committee at customerservice@nbi-sems.com.

Video Download - New York CLE - 7: This nontraditional format course has been approved in accordance with the requirements of the New York State Continuing Legal Education Board for up to 7.0 credit hours. 6.0 hours will apply to the areas of professional practice requirement and is approved for experienced attorneys. 1.0 hour can be applied toward the Ethics/Professionalism requirement and is approved for experienced attorneys. NBI, Inc. offers a Financial Hardship Policy for qualifying individuals. To apply, please submit a request via email to our Tuition Discount Committee at customerservice@nbi-sems.com.

Ohio CLE Approved · 6 Total Credits
  • 1 Professional Conduct

Earn Until

OnDemand - Ohio CLE - 6: This course has been approved by the Supreme Court of Ohio Commission on Continuing Legal Education for 6.0 CLE credit hours, including 1.0 hour of attorney professional conduct instruction.

Video Download - Ohio CLE - 6: This course has been approved by the Supreme Court of Ohio Commission on Continuing Legal Education for 6.0 CLE credit hours, including 1.0 hour of attorney professional conduct instruction.

Oklahoma CLE Approved · 7 Total Credits
  • 1 Legal Ethics

Earn Until

OnDemand - Oklahoma CLE - 7: This course has been approved by the Oklahoma Bar Association Mandatory Continuing Legal Education Commission. This program qualifies for 7.0 of On Demand CLE credit hours, which includes 1.0 hour of legal ethics.

Video Download - Oklahoma CLE - 7: This course has been approved by the Oklahoma Bar Association Mandatory Continuing Legal Education Commission. This program qualifies for 7.0 of On Demand CLE credit hours, which includes 1.0 hour of legal ethics.

Pennsylvania CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Pennsylvania CLE - 6: This program has been approved by the Pennsylvania Continuing Legal Education Board. This program qualifies for 6.0 hours of distance learning credit, including 5.0 hours of substantive law, practice and procedure CLE credit and 1.0 hour of ethics, professionalism or substance abuse distance learning CLE credit.

Video Download - Pennsylvania CLE - 6: This program has been approved by the Pennsylvania Continuing Legal Education Board. This program qualifies for 6.0 hours of distance learning credit, including 5.0 hours of substantive law, practice and procedure CLE credit and 1.0 hour of ethics, professionalism or substance abuse distance learning CLE credit.

Rhode Island CLE Upon Request · 6 Total Credits
  • 1 Legal Ethics

Earn Until

OnDemand - Rhode Island CLE - 6: NBI is an accredited sponsor with the Rhode Island MCLE Commission. Upon course completion and credit request submittal, an application will be submitted to the Rhode Island MCLE Commission.

Video Download - Rhode Island CLE - 6: NBI is an accredited sponsor with the Rhode Island MCLE Commission. Upon course completion and credit request submittal, an application will be submitted to the Rhode Island MCLE Commission.

South Carolina CLE Approved · 6 Total Credits
  • 1 Legal Ethics/Professional Responsibility

Earn Until

OnDemand - South Carolina CLE - 6: This course is accredited by the South Carolina Commission on Continuing Legal Education and Specialization for 6.0 alternatively delivered hours, of which 1.0 hour relates to legal ethics and professional responsibility.

Video Download - South Carolina CLE - 6: This course is accredited by the South Carolina Commission on Continuing Legal Education and Specialization for 6.0 alternatively delivered hours, of which 1.0 hour relates to legal ethics and professional responsibility.

Tennessee CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Earn Until

OnDemand - Tennessee CLE - 6: This course has been approved by the Tennessee Commission on Continuing Legal Education for a maximum of 6.0 hours of Distance Learning credit, including 1.0 hour of ethics/professionalism (EP) credit.

Texas CLE Approved · 6 Total Credits
  • 1 Legal Ethics/Professional Responsibility

Earn Until

OnDemand - Texas CLE - 6: This course is accredited for Minimum Continuing Legal Education credit by the State Bar of Texas Committee on MCLE in the amount of 6.0 credit hours, of which 1.0 credit hour will apply to legal ethics/professional responsibility credit. Hours in attendance at National Business Institute CLE seminars may be applied to the minimum Judicial Education requirement.

Video Download - Texas CLE - 6: This course is accredited for Minimum Continuing Legal Education credit by the State Bar of Texas Committee on MCLE in the amount of 6.0 credit hours, of which 1.0 credit hour will apply to legal ethics/professional responsibility credit. Hours in attendance at National Business Institute CLE seminars may be applied to the minimum Judicial Education requirement.

Utah CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Utah CLE - 6: National Business Institute is an approved "presumptive provider" with the Utah State Board of Continuing Legal Education. This program qualifies for 6.0 hours of self-study CLE credit for Utah attorneys, which includes 1.0 hour of ethics credit.

Video Download - Utah CLE - 6: National Business Institute is an approved "presumptive provider" with the Utah State Board of Continuing Legal Education. This program qualifies for 6.0 hours of self-study CLE credit for Utah attorneys, which includes 1.0 hour of ethics credit.

Virginia CLE Approved · 6 Total Credits
  • 1 Ethics/Professionalism

Earn Until

OnDemand - Virginia CLE - 6: This course has been approved by the Virginia Mandatory Continuing Legal Education Board for 6.0 hours of prerecorded credit, of which 1.0 hour will also apply in the area of legal ethics or professionalism.

Video Download - Virginia CLE - 6: This course has been approved by the Virginia Mandatory Continuing Legal Education Board for 6.0 hours of prerecorded credit, of which 1.0 hour will also apply in the area of legal ethics or professionalism.

Vermont CLE Approved · 6 Total Credits
  • 1 Ethics

Earn Until

OnDemand - Vermont CLE - 6: This course has been approved by the Vermont Board of Mandatory Continuing Legal Education. This program qualifies for 6.0 hours of self-study credit, including 1.0 hour of self-study ethics credit.

Video Download - Vermont CLE - 6: This course has been approved by the Vermont Board of Mandatory Continuing Legal Education. This program qualifies for 6.0 hours of self-study credit, including 1.0 hour of self-study ethics credit.

Washington CLE Approved · 0 Total Credits

OnDemand - Washington CLE - 0: This content has been approved for Washington Continuing Legal Education credit. Credit hours will be awarded based on the actual run time.

Video Download - Washington CLE - 0: This content has been approved for Washington Continuing Legal Education credit. Credit hours will be awarded based on the actual run time.

Wisconsin CLE Approved · 7 Total Credits

Earn Until

OnDemand - Wisconsin CLE - 7: Approved for 7.0 hours of repeated on-demand CLE credit by the Board of Bar Examiners.

Video Download - Wisconsin CLE - 7: Approved for 7.0 hours of repeated on-demand CLE credit by the Board of Bar Examiners.

West Virginia CLE Approved · 7.2 Total Credits
  • 1.2 Ethics

Earn Until

OnDemand - West Virginia CLE - 7.2: This program qualifies for 7.20 hours of pre-recorded credit, which includes 1.20 hour of pre-recorded ethics credit, under the West Virginia Rules for Mandatory Continuing Legal Education.

Video Download - West Virginia CLE - 7.2: This program qualifies for 7.20 hours of pre-recorded credit, which includes 1.20 hour of pre-recorded ethics credit, under the West Virginia Rules for Mandatory Continuing Legal Education.

Wyoming CLE Approved · 6 Total Credits
  • 1 Ethics

OnDemand - Wyoming CLE - 6: The Wyoming State Board of Continuing Legal Education has granted 6.0 hours of Continuing Legal Education Credit, including 1.0 hour of ethics.

Video Download - Wyoming CLE - 6: The Wyoming State Board of Continuing Legal Education has granted 6.0 hours of Continuing Legal Education Credit, including 1.0 hour of ethics.

Course Book (PDF Download)

CLE Credits
Maine CLE Approved · 6 Total Credits

Earn Until

Course Book - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course will receive 6.0 hours of self-study CLE credit.

Missouri CLE Approved · 6 Total Credits

Earn Until

Course Book - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for 6.0 self-study CLE credit hours.

Northern Mariana Islands CLE Approved · 6 Total Credits

Earn Until

Course Book - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.
Select Jurisdiction
CLE
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Agenda

All times are shown in

  1. Deal Foundations and Client Intake

    1. Deal Size, Market Range, and Practitioner Scope
    2. Who's at the Table: Owner-Operators, PE Roll-Ups, Strategic Buyers, Family Succession
    3. Attorney's Role vs. Broker's Role (and Where They Conflict)
    4. Managing Client Misconceptions on Valuation, Timeline, and Confidentiality
    5. Client Intake and Case Analysis

  2. Valuation Fundamentals

    1. EBITDA Multiples, Asset-Based Valuation, Discounted Cash Flow
    2. SDE vs. EBITDA: Which Applies and When
    3. Working Capital Pegs, a Common Post-Closing Battleground
    4. When to Recommend a Formal Appraisal and How to Read One

  3. Asset Sale vs. Stock Sale

    1. Buyer's Default Preference: Stepped-Up Basis, Liability Isolation, Asset Cherry-Picking
    2. Seller's Default Preference: Capital Gains Treatment, Simplicity, No Assignment Issues
    3. §338(h)(10) and §336(e) Elections: Treating a Stock Deal as an Asset Deal
    4. §1060 Purchase Price Allocation and Form 8594: The Allocation Tug-of-War
    5. Successor Liability in Asset Deals: WARN Act, Environmental, ERISA

  4. Letters of Intent

    1. LOI Anatomy: What Belongs and What Doesn't
    2. Binding vs. Non-Binding Provisions, and What Goes Wrong When Misclassified
    3. Exclusivity Clauses: Duration, Scope, and Penalties
    4. Buyer Tactic: LOI as Price-Lock; Seller Tactic: LOI as Leverage Preservation
    5. Common LOI Mistakes That Haunt the Definitive Agreement

  5. Due Diligence From Both Sides

    1. The Buyer's Playbook
      1. Confirmatory vs. Investigative Diligence
      2. Entity, Ownership, and Cap Table; Required Consents
      3. Financial Review: Tax Returns, Financials, Bank Statements
      4. Contracts: Customer/Vendor Concentration, Assignment Clauses, Auto-Renewal Traps
      5. IP, Real Estate, Employment, Licensing, and the Cost of a Missed Item
      6. Cybersecurity, Data Privacy, and AI Governance Due Diligence
      7. Red Flags That Warrant Renegotiation or Exit
    2. The Seller's Defense
      1. Why Sellers Must Run Pre-Sale Diligence on Themselves
      2. Data Room Organization: What to Disclose and How to Sequence It
      3. Using Disclosure Schedules to Limit Indemnification Exposure
      4. Managing Employees and Customers During the Diligence Window

  6. Deal Documents and Risk Allocation

    1. Seller and Buyer Reps: Standards, Qualifiers, and Materiality Scrapes
    2. Indemnification Mechanics: Baskets, Caps, and Survival Periods
    3. Sandbagging: Pro vs. Anti (and Why It Matters)
    4. Reps and Warranty Insurance: When It Pencils Out
    5. Earnouts: Structure, Metrics, and Anti-Manipulation Drafting
    6. Seller Financing, Holdbacks, Escrow, and Rollover Equity

  7. Restrictive Covenants and Closing

    1. Non-Competes in Business Sales: Enforceability and §1060 Considerations
    2. Structuring Around California and Other Restrictive Jurisdictions
    3. Closing Conditions, Pre-Closing Covenants, and Working Capital True-Ups
    4. Transition Services and Common Post-Closing Disputes

  8. Ethics in Business Transactions

    1. Conflicts at Intake: Concurrent Representation, Referrals, and Broker Overlap
    2. Who Is the Client: The Business or the Owner?
    3. Privilege, Disclosure Obligations, and the Duty not to Assist in Fraud
    4. Handling Material Information Received From the Other Side
    5. Competence, Scope Limitations, and Candor in Deal Representations
    6. Supervising Non-Lawyer Staff During Diligence and Document Production

  9. Negotiation Tactics and Wrap-Up

    1. The Five Most Common Deal-Killers, and How to Navigate Each
    2. When to Push, When to Concede, When to Reframe
    3. Advising a Client Who is Emotionally Invested
    4. Final Checklist: What to Confirm Before Your Client Signs Anything

Who Should Attend

This legal course is designed for attorneys. Accountants, brokers, business owners, and experienced paralegals will also benefit.

Speakers

Alfonso M Vilaboa
Alfonso M.
Vilaboa
Miller Shah LLP
Julie D Globus
Julie D.
Globus
Sabharwal Globus & Lim LLP
Arthur M Nathan
Arthur M.
Nathan
Dykema Gossett PLLC
Danielle Hudson Laughlin
Danielle
Hudson Laughlin
Hudson Legal, LLC
Kimberly Lowe
Kimberly
Lowe
Avisen Legal
Tom Snook
Tom
Snook
Fredrikson & Byron P.A
Speaker bio
Alfonso M Vilaboa

Alfonso M. Vilaboa

Miller Shah LLP
Alfonso Vilaboa

is Senior Counsel at Miller Shah LLP in the New York office. He is an international business lawyer with experience in corporate law, mergers and acquisitions, and private equity. Mr. Vilaboa has advised a wide-range of public and private companies, both in the United States and abroad. His experience includes representing companies in strategic sell-side mergers and acquisitions, as well as private equity funds in their leveraged buyout acquisitions of portfolio companies, and senior and mezzanine debt transactions in a variety of different industries. Private equity clients appreciate Mr. Vilaboa's strong knowledge of financial modeling and unique strength in financial statement reviewing, which allows him to understand deals from a business and financial perspective and to facilitate coordination and synergies with the legal review. Prior to joining the firm, he worked as an attorney for the Inter-American Development Bank, the largest development bank for Latin America and the Caribbean, and Posadas, Posadas & Vecino, one of the largest law firms in Uruguay.

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Speaker bio
Julie D Globus

Julie D. Globus

Sabharwal Globus & Lim LLP
Julie Globus

is a partner with the law firm of Sabharwal Globus & Lim LLP in West Nyack, New York. She represents banks and hedge funds in the purchase and sale of debt in distressed companies, international and domestic mergers and acquisitions, leveraged acquisitions, and corporate finance. With data privacy and issues of cybersecurity at the forefront of current legal issues, Ms. Globus also assists her clients with building an architectural framework for compliance with state and federal securities, finance, data privacy laws, and with establishing strong internal controls. She also engages in the area of education law, helping students and parents obtain a fair and appropriate public education for their children, as well as resolving education related disciplinary matters. Ms. Globus is an associate member of the Association of Certified Fraud Examiners and is corporate counsel for an international cryptocurrency related company, giving her the opportunity to consult with legal teams in both the U.S. and abroad, each with varying expertise and each trying to wade through the confusion related to cryptocurrency. She earned her B.A. degree from Skidmore College, her M.A. degree from the Hebrew University of Jerusalem on Mt. Scopus and her J.D. degree from Rutgers State University of New Jersey, Newark Campus. Ms. Globus's passion is endurance cycling, and she is an avid middle-distance triathlete.

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Speaker bio
Arthur M Nathan

Arthur M. Nathan

Dykema Gossett PLLC
Arthur Nathan

is a Member of Dykema Gossett PLLC in Houston, where he is a corporate lawyer practicing in the areas of mergers and acquisitions and business taxation. With more than 50 years of experience, a significant part of his practice involves the representation of clients who are buying or selling businesses. Mr. Nathan earned his B.A. degree, with high honors, and his J.D. degree, with honors, from the University of Texas at Austin. He was an adjunct professor of law at the University of Houston Law Center where he taught courses in Advanced Corporate Taxation and Business Planning. Mr. Nathan is a member of the State Bar of Texas, and the American Bar Association (member, Taxation Section Committee on Negotiated Acquisitions). He is board-certified in tax law by the Texas Board of Legal Specialization and is presently a Member of the Law 360 Editorial Advisory Board for Mergers & Acquisitions.

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Speaker bio
Danielle Hudson Laughlin

Danielle Hudson Laughlin

Hudson Legal, LLC
Danielle Hudson Laughlin

is the founding attorney and chief legal strategist of SAGE Business Counsel, a business law firm that helps entrepreneurs protect, scale, and transition their companies. Her career combines experience in high-stakes industries like commercial real estate and hospitality with her legal experience and personal journey as an entrepreneur, giving her a practical understanding of the challenges business owners face. Ms. Hudson Laughlin graduated from law school in 2011 and was recognized for both academic achievement and pro bono service. Early in her career, she worked for trial and appellate judges, policy organizations, and public interest law firms focused on free-market principles and the rule of law. Ms. Hudson Laughlin later spent nearly 15 years representing financial institutions and businesses in complex state, federal, and bankruptcy litigation. That experience provided a unique perspective on the legal, operational, and financial issues that threaten business growth and enterprise value. Today, she leads SAGE Business Counsel, where she advises entrepreneurs on brand protection, growth and capital readiness, succession planning, and strategic exit planning. Ms. Hudson Laughlin is also the founder of Four Visions Media, host of the More Than Legal podcast, and author of an upcoming book focused on business leadership, legacy, and ethical decision-making.

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Speaker bio
Kimberly Lowe

Kimberly Lowe

Avisen Legal
Kimberly Lowe

is an attorney with Avisen Legal in Minneapolis, Minnesota. With over 25 years of legal experience grounded in real-world understanding, she guides entrepreneurs, executive teams, boards of directors, multigenerational families, shareholders, and investors through all phases of the business lifecycle—from formation to growth to succession and exit. Ms. Lowe works with both for-profit and nonprofit enterprises, combining legal insight with strategic leadership to help clients achieve their goals. She advises a wide range of organizations including social ventures, privately held and publicly traded companies, limited liability companies, partnerships, nonprofit organizations, and cooperatives. Ms. Lowe's practice includes general business matters, corporate governance, real estate transactions, debt and equity financing, mergers and acquisitions, joint ventures, complex reorganizations, liquidations and dissolutions, and compliance with SEC and IRS regulations. When not doing everyday business law she helps organizations with crisis management through issues with the media, government agencies, and investigations, as well as litigation. Ms. Lowe earned her B.A. degree, summa cum laude, from the University of Detroit and her J.D. degree from Boston College Law School. She is admitted to practice in Minnesota.

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Speaker bio
Tom Snook

Tom Snook

Fredrikson & Byron P.A
Tom Snook

is an officer with the Minneapolis office of Fredrikson & Byron P.A. His 30-year career as an attorney has given him broad and deep experience representing businesses in a variety of industries in their corporate transactions and serving their day-to-day legal needs. Mr. Snook focuses on representing buyers, sellers and investors in mergers and acquisitions and other strategic transactions. With more than 15 years of in-house counsel experience, he understands the practical needs of business leaders and provides services tailored to meet those needs. Mr. Snook's expertise includes representing buyers and sellers in complex M&A transactions and corporate financings as well as general business counseling. This includes experience in heavily regulated industries such as life sciences, healthcare, health insurance, government healthcare programs and gaming. He earned is B.A. degree, with honors, from Notre Dame and his J.D. degree, cum laude, from Northwestern University Pritzker School of Law.

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