Business & Securities Law

CA Specific

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

Credits Available
Credit Status Total
California CLE Approved 6 Total
OnDemand
5 hours 59 minutes
Melinda Garcia
Griffen Thorne
Jonathan Bench
Shane Read
Roberta Wilkes
With Melinda Garcia from Garcia & Gurney + 4 others
Recorded July 15, 2024
Product ID 98580

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Overview

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 technique - register today!

  • Avoid liability and indemnification traps that only seasoned attorneys are sentient to.
  • 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.

Abbreviated Agenda

  1. Sophisticated Negotiation Strategies: Secrets Only the Great Lawyers Know
  2. Advanced Contract Examination and Drafting Techniques (With Sample Clause/Language/Provision Examination)
  3. Evading Enforceability Issues and Effectively Negotiating Conditions
  4. Covering Your Tail and Strategically Negotiating Risk: Indemnification, Limitations of Liability, and Insurance
  5. The Refined Art of Bargaining Price, Adjustments, and Payment in Agreements
  6. Ethics for the Contract Attorney
Product ID 98580

Credit Details

Credits Available
Credit Status Total
California CLE Approved 6 Total
Select Jurisdiction
CLE

Agenda

All times are shown in
  1. Sophisticated Negotiation Strategies: Secrets Only the Great Lawyers Know

    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. Advanced Contract Examination and Drafting Techniques (With Sample Clause/Language/Provision Examination)

  3. Evading Enforceability Issues and Effectively Negotiating Conditions

    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
  4. Covering Your Tail and Strategically Negotiating Risk: Indemnification, Limitations of Liability, and Insurance

    1. Indemnification
    2. Examples of Indemnification Provisions
    3. Limitations of Liability and Disclaimers
    4. Examples of Limitation of Liability Provisions
    5. Non-Contractual Risk-Shifting Mechanisms
    6. Drafting and Negotiation – Best Practices and Mistakes
    7. Insurance Provisions (With Examples)
  5. The Refined Art of Bargaining Price, Adjustments, and Payment in Agreements

    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
  6. Ethics for the Contract Attorney

    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

Who Should Attend

This advanced level online seminar 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

Speakers

Melinda Garcia
Melinda
Garcia
Garcia & Gurney
Griffen J Thorne
Griffen J.
Thorne
Lewis Brisbois LLP
Jonathan Bench
Jonathan
Bench
Kirton McConkie PC
Shane Read
Shane
Read
Shane Read CPA Accountancy
Roberta L Wilkes
Roberta L.
Wilkes
Wilkes & Dunn
Speaker bio
Melinda Garcia

Melinda Garcia

Garcia & Gurney
Melinda Garcia

is a managing shareholder in the firm of Garcia & Gurney, where she has practiced in the areas of business and employment law since 2000. She regularly counsels companies in the areas of mergers and acquisitions, employment, executive compensation, intellectual property, international business transactions, formations, and commercial real estate transactions. Ms. Garcia has taught continuing legal education courses on the formation, taxation and operation of limited liability companies and limited liability partnerships in California. She has educated business owners all over California through presentations on business law and employment issues. Ms. Garcia understands the legal and practical challenges small businesses face, because she has first-hand knowledge in running a small business. In 2011, she received the Woman Entrepreneur Award Winner in the Professional category from the Women's Initiative for Self-Employment. In 2008, Ms. Garcia was named one of three finalists in the Hispanic Business Magazine Annual Entrepreneur of the Year Awards for Entrepreneurial Excellence in the Latina Entrepreneur category. She earned her undergraduate degree from the University of California at Berkeley and her J.D. degree from Santa Clara University School of Law. Ms. Garcia is a member of the State Bar of California (Employment, and Business sections), Santa Clara and Eastern Alameda bar associations, and prestigious Alliance of CEOs.

Speaker bio
Griffen J Thorne

Griffen J. Thorne

Lewis Brisbois LLP
Griffen Thorne

is a partner at the Los Angeles office of Harris Sliwoski LLP, an international emerging markets law firm. He has represented hundreds of clients in highly regulated, controlled substances markets. Mr. Thorne's practice includes M&A, commercial transactions, real estate leasing and dispositions, equity and debt finance transactions, and general regulatory guidance. He also assists clients with specific regulatory issues from applying for competitive and non-competitive local and state government licenses, through day-to-day regulatory compliance. Mr. Thorne began his career litigating high-stakes intellectual property and commercial litigation cases at one of the largest law firms in the United States, where he argued motions before state and federal courts and the California Court of Appeals. As a former litigator, he is intimately familiar with common contract negotiation and drafting issues that can lead to business and contract disputes. Mr. Thorne was one of the leading vice chairs in the first panel of the Los Angeles County Bar Association's Cannabis Section. He writes weekly for the Canna Law Blog, and has written a variety of cannabis-related articles for a number of legal publications. Prior to beginning his legal career, Mr. Thorne studied music at the University of California, Berkeley. After Berkeley, he attended law school at Loyola University of Chicago, where he was the editor-in-chief of the Loyola University Chicago Law Journal.

Speaker bio
Jonathan Bench

Jonathan Bench

Kirton McConkie PC
Jonathan Bench

is a partner and chair of Harris Sliwoski LLP's corporate practice group, and managing attorney of the firm's Salt Lake City office where he helps entrepreneurs, companies, and venture capital and private equity funds with international and domestic business transactions. His clientele stretches across Asia, Europe, the Middle East, Africa, and the Americas. Mr. Bench has worked and consulted in the U.S., Asia and South America and is fluent in Chinese and Cantonese. National and global trade organizations regularly invite him to speak regarding international business transactions, particularly foreign direct investment to and from the U.S. and China, as well as alternatives to the China market. Mr. Bench is also on the Board of Directors for World Trade Center Utah and mentors entrepreneurs through various nonprofit organizations. He is an emerging legal expert in the fast-moving and complex web3 ecosystem, including business and regulatory issues surrounding decentralized autonomous organizations (DAOs), smart contracts, decentralized finance (defi), cryptocurrencies, coins, and tokens, including non-fungible tokens (NFTs). Mr. Bench has worked on wide-ranging blockchain projects involving various international DAO communities, NFT artists and studios, layer-2 blockchain developers, metaverse companies, and celebrity brand influencers. He is a regular contributor to the award-winning China Law Blog, where he shares his practical insights into navigating business activities in China and with Chinese companies. Mr. Bench also frequently writes for our HS Blog and various legal publications on global business matters and blockchain legal developments. Recently, he was recognized as a top author on Lexology. Mr. Bench earned his B.A. degree from Brigham Young University, his M.B.A. from The George Washington University School of Business and his J.D. degree from The George Washington University Law School. He is a member of the Utah State Bar, Washington State Bar Association and the Maine State Bar Association.

Speaker bio
Shane Read

Shane Read

Shane Read CPA Accountancy
Shane Read

, CPA/ABV, CFE with Shane Read CPA Accountancy, specializes in business valuation and litigation support relating to financial issues. His experience encompasses a wide range of issues in family law and civil litigation, including business appraisals, tracing of separate property, income available for support, damage analysis, and uncovering unreported income and hidden assets. Mr. Read graduated with a M.S. degree in accounting from the University of Tampa and has been working in public accounting since 2007. While in Tampa, he gained three years of experience in external audit and income tax preparation. Mr. Read is licensed as a certified public accountant by the state of California. He has served as a court appointed expert under Evidence Code 730. Mr. Read is a certified fraud examiner, and has been given the title of accredited business valuator by the American Institute of Certified Public Accountants. He appreciates the growth opportunities and challenges that business valuation and litigation support afford.

Speaker bio
Roberta L Wilkes

Roberta L. Wilkes

Wilkes & Dunn
Roberta Wilkes

is a partner in the firm of Wilkes & Dunn. She recently moved her practice to Yates Center, Kansas from Kansas City, Kansas, where she continues to emphasize the areas of probate, estate planning, small business and real estate. Ms. Wilkes belongs to the Kansas Bar Association, Wyandotte County Bar Association and the Southeast Kansas Bar Association. She earned her B.A. degree from Wichita State University and her J.D. degree from University of Missouri in Kansas City, both with distinction. Ms. Wilkes is licensed to practice law in Kansas and Oklahoma.

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In the unlikely event that NBI cancels or reschedules an upcoming program, each registered attendee will be contacted via email by a representative of NBI. Outreach to attendees begins as soon as NBI is made aware that a program will not move forward at its originally scheduled date and time.
Are multiple attendee discounts available?
Yes, the more people you bring from your organization, the more you save. After the first registration, each additional attendee receives a special discount off of their total tuition.
When will the OnDemand be available and how long will I have access to the content?
The OnDemand Video will be available to stream within 14 days of live broadcast date. You will have access to the content for 6 months in your account. If you’re a subscriber, you’ll have access to your course recordings until 7 days after the expiration date of the subscription.
What is included with my course purchase?
When you enroll prior to the live event date you will receive access to the live-streaming webinar which will allow you to interact with faculty in real-time. With each course, you will receive access to the content via OnDemand Streaming and the Video Download. Course reference materials are included with each course purchase in a downloadable PDF format.
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Can multiple people watch courses and request credit?
While only paid registrants can receive continuing education credit for attending, there are no limitations to the number of viewers at each connection.

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