Course1

Sales of Closely Held Companies: Sales and Negotiating Strategies, Part 1

$89.00

Mergers and buyouts of closely held companies are complex, multifaceted processes.  Agreeing on a valuation can be very difficult because there is no regular market of buyers and sellers and information on comparable sales is scarce. Closely held companies are typically structured to benefit a few shareholders, often members of a family, and require their financial statements to be normalized. There can also be substantial issues of liability, including successor liability in asset deals, requiring carefully crafted reps and warranties. Confidentiality is often essential in these transactions as sellers try not to unsettle existing commercial relationships and employees. This program will provide you with a practical guide to major planning and drafting considerations in the mergers and buyouts of closely held companies.   Day 1: Confidentiality considerations in the sale and negotiation process Due diligence – financial, operational and workforce red flags Stock v. asset transactions and forms of consideration – cash v. equity Valuation of closely held companies in an illiquid market Use or of “earnouts” to bridge the gap in valuation   Day 2:  Reps, warranties, indemnity and basket issues common to closely held companies Successor liability concerns where assets are transferred Asset transfer issues – intangible assets, including intellectual property Transition issues – management, employees, business relationship, contract issues Escrow and post-closing issues   Speaker: Daniel G. Straga is a partner in the Washington, D.C. office of Venable, LLP, where he counsels companies on a wide variety of corporate and business matters across a range of industries. He advises clients on mergers and acquisitions, capital raising, venture capital, and governance matters.  He also have extensive experience in private equity and cross-border transactions.   Molly Merritts is an attorney in the Washington, D.C. office of Venable, LLP, where she focuses her practice on a wide range of corporate law matters, including mergers and acquisitions, debt and equity financing, and real estate investment trusts. She also advises clients on corporate governance matters, transactional and commercial contract negotiations, and corporate reorganizations.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/16/2025
    Presented
SEE MORE
Course1

Sales of Closely Held Companies: Sales and Negotiating Strategies, Part 2

$89.00

Mergers and buyouts of closely held companies are complex, multifaceted processes.  Agreeing on a valuation can be very difficult because there is no regular market of buyers and sellers and information on comparable sales is scarce. Closely held companies are typically structured to benefit a few shareholders, often members of a family, and require their financial statements to be normalized. There can also be substantial issues of liability, including successor liability in asset deals, requiring carefully crafted reps and warranties. Confidentiality is often essential in these transactions as sellers try not to unsettle existing commercial relationships and employees. This program will provide you with a practical guide to major planning and drafting considerations in the mergers and buyouts of closely held companies.   Day 1: Confidentiality considerations in the sale and negotiation process Due diligence – financial, operational and workforce red flags Stock v. asset transactions and forms of consideration – cash v. equity Valuation of closely held companies in an illiquid market Use or of “earnouts” to bridge the gap in valuation   Day 2:  Reps, warranties, indemnity and basket issues common to closely held companies Successor liability concerns where assets are transferred Asset transfer issues – intangible assets, including intellectual property Transition issues – management, employees, business relationship, contract issues Escrow and post-closing issues   Speaker: Daniel G. Straga is a partner in the Washington, D.C. office of Venable, LLP, where he counsels companies on a wide variety of corporate and business matters across a range of industries. He advises clients on mergers and acquisitions, capital raising, venture capital, and governance matters.  He also have extensive experience in private equity and cross-border transactions.   Molly Merritts is an attorney in the Washington, D.C. office of Venable, LLP, where she focuses her practice on a wide range of corporate law matters, including mergers and acquisitions, debt and equity financing, and real estate investment trusts. She also advises clients on corporate governance matters, transactional and commercial contract negotiations, and corporate reorganizations.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/17/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Cybersecurity Breaches: How to Advise Clients When the Inevitable Happens

$89.00

This program will provide you with critical guidance on advising clients who experience a cybersecurity breach resulting in the release of sensitive information. Participants will learn best practices for assessing the scope of a breach, complying with notification laws, and mitigating potential legal and reputational risks. The program will cover key topics such as regulatory requirements, breach response planning, and strategies for minimizing liability. By the end of the session, attorneys will be equipped to effectively counsel clients through the legal and practical challenges of a data breach incident. Assessing the type and scope of the breach Engaging forensic teams Understanding scope of federal/state disclosure requirements Tradeoffs in determining whether to disclose and when Impact of emerging AI technologies in breaches Speaker:    David Navetta is a prominent leader in privacy, information security and technology law. He has extensive experience counseling clients on novel and cutting-edge data protection issues, including data breach response, cybersecurity risk management, consumer and employee privacy, incident response planning and preparedness, technology transactions, vendor management, board of director advice and consultation, regulatory investigations, litigation and due diligence in corporate transactions. David serves as a “breach coach” on an approved panel for numerous cyber insurance carriers and companies, and he has helped some of the world’s top corporations to effectively respond to complex data security breaches and protect their enterprises. David’s clients range from startups to large Fortune 500 multinationals across a range of industries – including ecommerce, consumer products, name-brand, traditional brick-and-mortar companies, hotels and hospitality, social media, technology, professional services, healthcare, financial institutions and energy.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/18/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: 2025 Ethics Update: Navigating New Challenges, Part 1

$89.00

This annual ethics program will provide you with a round-table discussion of practical ethical issues important to your practice. The program will provide you with an engaging discussion of ethics developments involving technology and law practice, conflicts of interest, and attoarney-client communications in a digital world where no one is truly unplugged. The panel will also discuss the ethics of withdrawing from a matter and firing a client and the ethics of developing new business.  This program will provide you with a wide-ranging discussion of practical ethics developments important to your practice.   Day 1: Ethics and artificial intelligence Ethics and withness prep Emerging issues in conflicts of interest, part 1   Day 2: Office sharing and imputed dq issues Protection for data Emerging issues in conflicts of interest, part 2   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a broad complex commercial, business and securities litigation practice. He also has a substantial practice advising businesses on properly creating and preserving the attorney-client privilege and work product protections.  For more than 20 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/19/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: 2025 Ethics Update: Navigating New Challenges, Part 2

$89.00

This annual ethics program will provide you with a round-table discussion of practical ethical issues important to your practice. The program will provide you with an engaging discussion of ethics developments involving technology and law practice, conflicts of interest, and attoarney-client communications in a digital world where no one is truly unplugged. The panel will also discuss the ethics of withdrawing from a matter and firing a client and the ethics of developing new business.  This program will provide you with a wide-ranging discussion of practical ethics developments important to your practice.   Day 1: Ethics and artificial intelligence Ethics and withness prep Emerging issues in conflicts of interest, part 1   Day 2: Office sharing and imputed dq issues Protection for data Emerging issues in conflicts of interest, part 2   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a broad complex commercial, business and securities litigation practice. He also has a substantial practice advising businesses on properly creating and preserving the attorney-client privilege and work product protections.  For more than 20 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/20/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: The Art and Science of Conditional Gifts in Estate Planning

$89.00

In formulating their trust and estate plans, clients often want to set up benchmarks of achievement before distributions or gifts are made. These benchmarks often involve educational attainment – i.e., that a child obtain a college degree by a certain.  But they may involve more difficult to measure benchmarks or life goals that are arguably not appropriate – i.e., that a child marry or have children of their own by a certain age.  Conditional gifts can easily lead to resentments among beneficiaries, questionable enforceability, disputes, and fiduciary litigation.  This program will provide you with a practical guide to conditional gifting using incentive trusts and other mechanisms, and counseling clients about the real limits and risks of conditional gifting.   Conditional gifting using incentive trusts and other mechanisms Establishing objectively measurable conditions for gifts or distributions Types of conditions or benchmarks – education, life goals, etc. What’s enforceable, what’s not – counseling clients about limits Choosing the right fiduciaries to administer conditional gifts/incentive trusts   Speaker: Missia H. Vaselaney is a partner in the Cleveland office of Taft, Stettinius & Hollister, LLP, where her practice focuses on estate planning for individuals and businesses.  She also represents clients before federal and state taxing authorities.  Ms. Vaselaney is a member of the American Institute of Certified Public Accountants and has been a member of the Steering Committee for AICPA’s National Advanced Estate Planning Conference since 2001.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/23/2025
    Presented
SEE MORE
Course1

Healthcare Issues in Trust and Estate Planning, Part 1

$89.00

TBD

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/24/2025
    Presented
SEE MORE
Course1

Healthcare Issues in Trust and Estate Planning, Part 2

$89.00

TBD

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/25/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Sales Agreements in Business Law: UCC Issues, Traps & Drafting Tips

$89.00

The sale of goods is one of the most common forms of commercial transactions.  The sales contracts governing these transactions can be quite complex and they must all comply with the Uniform Commercial Code Article 2.  The UCC governs contract formation, express and implied warranties, and outlines forms of breach of contract and types of remedies.  Compliance with the code enhances enforceability of the contract and expedites remedies upon breach.  However, when its many requirements are overlooked, contracts for sale of goods may be invalid and the underlying transaction void. This program will provide you with a practical guide to drafting and reviewing contracts for the sale of goods under UCC Article 2.   “Battle of forms,” methods of acceptance or rejection, and electronic contracting Delivery, acceptance or rejection of goods by buyer Breaches for failure to deliver, non-conforming product, repudiation, failure to pay Types and measure of damages for breach of contract by seller or buyer Express and implied warranties – fitness for purpose, merchantability, title infringement Disclaimer of warranties and other techniques to limit scope of liability   Speaker: Christopher Tompkins is a partner in the Chicago office of Jenner & Block, LLP, where he counsels clients in such areas as breach of contract, the Uniform Commercial Code, equipment leasing, business torts, and intellectual property.  He has handled all phases of litigation in state and federal court and before arbitration tribunals, including pre-litigation investigation, motion practice, discovery, working with expert witnesses, trial and appeal.Previously, he served as a legislative intern for the National Council of Commissioners on Uniform State Laws where he worked on legislation related to commercial law.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/26/2025
    Presented
SEE MORE
Course1

Texting While Practicing Law: Ethical Risks

$89.00

Text messaging has become a mainstream form of communication.  Clients now routinely text their lawyers about pending matters.  They may ask about the status of a case, provide facts about a case, communicate decisions to a lawyer, or message other sensitive information.  These messages are often to a lawyer’s mobile phone that is used extensively for personal purposes, unsecured in their transmissions, and easily accessible by third parties. This new wave of lawyer-client communication raises many difficult ethical questions, including preservation of the attorney-client privilege.   This program will provide you with a guide to the major ethics issues when lawyers and their clients text message about pending matters.   Confidentiality issues involving unsecured transmission of texts involving sensitive case issues How to handle mobile phones used for both personal purposes and law practice Potential loss of the attorney-client privilege when text messages are accessible by third parties Tension among the duties of competence, prudence and to communicate with clients Understanding the ethical risks and counseling clients about the risks to their case when texting   Speaker: Thomas E. Spahn is of counsel in the Tysons Corners, Virginia office of McGuireWoods, where he advises firm clients on professional responsibility issues and properly creating and preserving the attorney-client privilege and work product protections.  He has served on the ABA Standing Committee on Ethics and Professional Responsibility and is a Member of the American Law Institute and a Fellow of the American Bar Foundation.  He has written extensively on attorney-client privilege, ethics and other topics, and has spoken at over 2000 CLE programs throughout the U.S. and in several foreign countries.  Through links on his website biography, he has made available to the public his summaries of over 1,600 Virginia and ABA legal ethics opinions, organized by topic; a 300 page summary of his two-volume 1,500 page book on the attorney-client privilege and work product doctrine; over 900 weekly email alerts about privilege and work product cases; and materials for 40 ethics programs on numerous topics, totaling over 9,000 pages of analysis.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/27/2025
    Presented
SEE MORE
Course1

Small Firm Ethics: Tech, Paralegals, Remote & More

$89.00

Solo and small firm practitioners wear many hats. They practice law but also run the office and manage all of its information technology – file storage, email, and Web sites.  They may supervise paralegals or contract attorneys. They also need to be attentive to developing new clients. Each of these and other roles comes with ethical issues and traps.  Email, file storage, and law firm web sites implicate issues of competence, confidentiality, and potentially the attorney-client privilege.  Supervising paralegals or junior attorneys implicates supervisory ethics and conflicts of interest.  Client development also implicates a range of ethics issues.  It’s a lot to manage for a firm of any size, but particularly for smaller firms.This program will provide you with a practical guide to major ethics issues for solo and small firm practitioners.   Ethical issues for small law firms and solo practitioners Technology – storing client files in “the Cloud,” email traps, and remote networks Pooled Resources – shared office/meeting space, shared support staff, shared technology Client Development – web sites and lawyer biographies, email/newsletters, social media, advertising and more Paralegals – training and billing, confidentiality and the attorney-client privilege Co-Counsel – ethical responsibilities when practicing with other lawyers   Speakers: Thomas E. Spahn is of counsel in the Tysons Corners, Virginia office of McGuireWoods, where he advises firm clients on professional responsibility issues and properly creating and preserving the attorney-client privilege and work product protections.  He has served on the ABA Standing Committee on Ethics and Professional Responsibility and is a Member of the American Law Institute and a Fellow of the American Bar Foundation.  He has written extensively on attorney-client privilege, ethics and other topics, and has spoken at over 2000 CLE programs throughout the U.S. and in several foreign countries.  Through links on his website biography, he has made available to the public his summaries of over 1,600 Virginia and ABA legal ethics opinions, organized by topic; a 300 page summary of his two-volume 1,500 page book on the attorney-client privilege and work product doctrine; over 900 weekly email alerts about privilege and work product cases; and materials for 40 ethics programs on numerous topics, totaling over 9,000 pages of analysis.   H. Michael Drumm is the founder and member of Drumm Law, LLC in Denver, Colorado, where he has an extensive franchise, trademark and business transactional practice.  He works with franchisors across industries nationwide helping them draft, file and renew their franchise Disclosure Documents and franchise agreements.  He has a specialty representing craft breweries to help them trademark their brands and protect their intellectual property. He has been repeatedly honored by Franchise Times magazine as a “Legal Eagle” and has been designated by the International Franchise Association as a “Certified Franchise Executive.”  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 6/30/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Protecting Your Clients' Trade Secrets: Masterclass, Part 1

$89.00

This program equips attorneys with the tools to advise clients on safeguarding their trade secrets in an increasingly digital and connected world. The session will cover strategies for protecting sensitive information from departing employees, addressing vulnerabilities in networked systems, and managing risks posed by artificial intelligence. Key topics include drafting enforceable non-compete and confidentiality agreements, implementing robust cybersecurity measures, and understanding AI's role in trade secret misappropriation. By the end of the program, attorneys will have practical strategies to help clients secure their proprietary information against both traditional and emerging threats. Day 1 Drafting and enforcing non-compete, non-disclosure, and confidentiality agreements to safeguard sensitive information. Addressing vulnerabilities in networked systems to prevent unauthorized access and data theft. Understanding the risks posed by artificial intelligence in identifying and exploiting trade secrets. Day 2 Legal remedies for trade secret misappropriation under state, federal, and international laws. Best practices for monitoring and securing proprietary information in the workplace. Guidance on employee training programs to ensure compliance with trade secret policies. Proactive strategies for handling trade secret disputes and minimizing litigation risks.   Speaker: James Pooley focuses on trade secret law and management, as an expert witness, advisor, litigator and neutral. He has authored or co-authored several major IP works, including his treatise Trade Secrets (Law Journal Press), the Patent Case Management Judicial Guide and the Trade Secret Case Management Judicial Guide (both published by the Federal Judicial Center). He recently released the second edition of his business book Secrets: Managing Information Assets in the Age of Cyberespionage. The Senate Judiciary Committee relied on Jim for expert testimony and advice regarding the 2016 Defend Trade Secrets Act. From 2009 to 2014 he managed the international patent system (PCT) at WIPO as Deputy Director General for Innovation and Technology. He has served as President of AIPLA, Chairman of the National Inventors Hall of Fame, Chair of the Sedona Conference Working Group 12 on Trade Secrets, and Co-Chair of the Trade Secrets Task Force of the International Chamber of Commerce. He has taught Trade Secret law at UC Berkeley. In 2016 Jim was inducted into the IP Hall of Fame in recognition of his contributions to the field.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/1/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Protecting Your Clients' Trade Secrets: Masterclass, Part 2

$89.00

This program equips attorneys with the tools to advise clients on safeguarding their trade secrets in an increasingly digital and connected world. The session will cover strategies for protecting sensitive information from departing employees, addressing vulnerabilities in networked systems, and managing risks posed by artificial intelligence. Key topics include drafting enforceable non-compete and confidentiality agreements, implementing robust cybersecurity measures, and understanding AI's role in trade secret misappropriation. By the end of the program, attorneys will have practical strategies to help clients secure their proprietary information against both traditional and emerging threats. Day 1 Drafting and enforcing non-compete, non-disclosure, and confidentiality agreements to safeguard sensitive information. Addressing vulnerabilities in networked systems to prevent unauthorized access and data theft. Understanding the risks posed by artificial intelligence in identifying and exploiting trade secrets. Day 2 Legal remedies for trade secret misappropriation under state, federal, and international laws. Best practices for monitoring and securing proprietary information in the workplace. Guidance on employee training programs to ensure compliance with trade secret policies. Proactive strategies for handling trade secret disputes and minimizing litigation risks.   Speaker: James Pooley focuses on trade secret law and management, as an expert witness, advisor, litigator and neutral. He has authored or co-authored several major IP works, including his treatise Trade Secrets (Law Journal Press), the Patent Case Management Judicial Guide and the Trade Secret Case Management Judicial Guide (both published by the Federal Judicial Center). He recently released the second edition of his business book Secrets: Managing Information Assets in the Age of Cyberespionage. The Senate Judiciary Committee relied on Jim for expert testimony and advice regarding the 2016 Defend Trade Secrets Act. From 2009 to 2014 he managed the international patent system (PCT) at WIPO as Deputy Director General for Innovation and Technology. He has served as President of AIPLA, Chairman of the National Inventors Hall of Fame, Chair of the Sedona Conference Working Group 12 on Trade Secrets, and Co-Chair of the Trade Secrets Task Force of the International Chamber of Commerce. He has taught Trade Secret law at UC Berkeley. In 2016 Jim was inducted into the IP Hall of Fame in recognition of his contributions to the field.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/2/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Client Funds: Common Pitfalls and How to Avoid

$89.00

This program provides attorneys with essential guidance on managing client funds to ensure compliance with ethical and legal obligations. Participants will learn about common mistakes, such as commingling funds, improper disbursements, and inadequate recordkeeping, that can lead to disciplinary actions. The program will also offer practical strategies and best practices for safeguarding client funds and maintaining accurate financial records. By the end of the session, attorneys will be better equipped to avoid pitfalls and uphold their fiduciary duties with confidence.   Understanding ethical rules and fiduciary duties related to managing client funds. Identifying common mistakes, such as commingling, misappropriation, and improper disbursements. Best practices for maintaining accurate trust account records and complying with financial reporting requirements. Practical strategies to safeguard client funds and avoid disciplinary actions or malpractice claims.   Speaker: Thomas E. Spahn is of counsel in the Tysons Corners, Virginia office of McGuireWoods, where he advises firm clients on professional responsibility issues and properly creating and preserving the attorney-client privilege and work product protections.  He has served on the ABA Standing Committee on Ethics and Professional Responsibility and is a Member of the American Law Institute and a Fellow of the American Bar Foundation.  He has written extensively on attorney-client privilege, ethics and other topics, and has spoken at over 2200 CLE programs throughout the U.S. and in several foreign countries.  Through links on his website biography, he has made available to the public his summaries of over 1,600 Virginia and ABA legal ethics opinions, organized by topic; a 300 page summary of his two-volume 1,500 page book on the attorney-client privilege and work product doctrine; over 1100 weekly email alerts about privilege and work product cases; and materials for 40 ethics programs on numerous topics, totaling over 9,000 pages of analysis. 

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/3/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: 2025 AI Year in Review: Everything You Should Know When Advising Clients

$89.00

This program provides a comprehensive overview of the most significant legal developments in artificial intelligence throughout 2025. Participants will explore key cases, new legislation, and evolving regulations that impact how attorneys advise clients on AI-related issues. The program will address topics such as intellectual property, data privacy, and  liability concerns related to AI. By the end of the session, attorneys will have the knowledge they need to navigate the rapidly changing AI legal landscape and effectively counsel their clients.   Key legal developments in AI from 2025, including landmark cases and legislative updates. Guidance on advising clients regarding AI-related intellectual property, data privacy, and liability concerns. Ethical considerations for attorneys working with clients utilizing AI technologies. Insights into emerging AI regulations and their implications for businesses and legal practice.   Speaker: Sean Belding is an associate with Perkins Coie in Denver Colorado.  Sean has experience drafting asset purchase and sale agreements, intellectual property licenses, service agreements, and distribution and reseller agreements. Sean also has experience drafting information security agreements, terms of use, and privacy policies, and advising clients regarding data privacy and security matters. He has also drafted complex settlement agreements, advised clients on best practices for intellectual property protection and management, and developed patent and commercial litigation strategies, including noninfringement positions, invalidity arguments, and motion practice.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/7/2025
    Presented
SEE MORE
Course1

Lawyers and Paralegals: Understanding Ethical Responsibilities

$89.00

Paralegals are often essential for lawyers to successfully practice law.  Paralegals conduct basic legal research, help review and prepare documents, and sometimes screen clients.  Still, they are not lawyers and not directly subject to the ethics rules applicable to lawyers. But the lawyers who supervise their work are responsible for their actions and liable for any improper conduct.  Lawyers are responsible for ensuring that their paralegals’ work conforms to ethics rules. If a paralegal’s actions breach client confidentiality, compromise the attorney-client privilege, or are otherwise improper, the supervising lawyer is ethically responsible for that misconduct.  This program will provide you with a practical guide to how ethics rules make supervising lawyers responsible for the actions of their paralegals.    Conflicts of interest and the attribution of paralegal knowledge about client matters Determining when paralegal research and document preparation becomes the unauthorized practice of law How paralegals must be instructed about client confidentiality – and lawyer consequences on breach Attorney-client privilege implications when clients communicate with paralegals – and risk of inadvertent disclosure Issues when paralegals participate in discovery Fee sharing with paralegals   Speaker: Thomas E. Spahn is of counsel in the Tysons Corners, Virginia office of McGuireWoods, where he advises firm clients on professional responsibility issues and properly creating and preserving the attorney-client privilege and work product protections.  He has served on the ABA Standing Committee on Ethics and Professional Responsibility and is a Member of the American Law Institute and a Fellow of the American Bar Foundation.  He has written extensively on attorney-client privilege, ethics and other topics, and has spoken at over 2000 CLE programs throughout the U.S. and in several foreign countries.  Through links on his website biography, he has made available to the public his summaries of over 1,600 Virginia and ABA legal ethics opinions, organized by topic; a 300 page summary of his two-volume 1,500 page book on the attorney-client privilege and work product doctrine; over 900 weekly email alerts about privilege and work product cases; and materials for 40 ethics programs on numerous topics, totaling over 9,000 pages of analysis.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/8/2025
    Presented
SEE MORE
Course1

Arbitration Agreements: Drafting for Business Success

$89.00

One of the biggest risks in most business, commercial, or real estate agreements is the risk of dispute and costly, protracted litigation. Arbitration agreements are one of the primary methods by which this substantial risk of loss is contained. Rather than the parties resorting to costly litigation, they are required to seek resolution of their dispute before a neutral arbiter, whose decision in the matter is final and cannot be litigated. Though these agreements are effective mechanisms for dispute resolution and cost containment, they are also highly controversial. This program will provide you with a practical guide the law governing arbitration agreements and drafting their major provisions.   Framework of law governing arbitration agreements Practical uses in business, commercial, and real estate transactions Circumstances where arbitration is effective v. ineffective Counseling clients about the benefits, risks, and tradeoffs of arbitration agreements Scope of arbitration, mandatory nature, and rules used Defining applicable law, arbiter selection, and method of arbitration Judgment on award, review by courts (if any), interim relief   Speaker: Shannon M. Bell is a partner with Kelly Law Partners, LLC, where she litigates a wide variety of complex business disputes, construction disputes, fiduciary claims, employment issues, and landlord/tenant issues.  Her construction experience extends from contract negotiations to defense of construction claims of owners, HOAs, contractors and tradesmen.  She also represents clients in claims of shareholder and officer liability, piercing the corporate veil, and derivative actions.  She writes and speaks on commercial litigation, employment, discovery and bankruptcy topics.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/9/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: 2025 Wage & Hour Update: Adapting to New Overtime Rules

$89.00

Wage and hour regulations impact every employer. Whether a worker is classified as an employee or independent contractor and employees as “exempt” or “non-exempt” for purposes of overtime has major implications for employer tax and non-tax compliance.  Failure to properly classify a worker can lead to substantial financial liability for employers and compliance has become more difficult as employers, following commercial trends, employee more “gig” workers or independent contractors.  Enforcement by the US Department of Labor and state equivalents is increasing.  This program will provide you with a practical guide to major developments in overtime rules and regulations and provide guidance on best practices to avoid liability.   Major case law and regulatory developments impacting overtime compliance Continuing classification litigation around “gig” economy workers Anticipated Biden Administration changes to overtime rules Changes to the “PAID” independent audit program Best practices to avoid misclassification liability   Speaker: Chris Jalian is an attorney in the Los Angeles office of Paul Hastings, LLP, where he represents employers in all aspects of labor and employment law, including wage-and-hour matters and discrimination. He has experience with class and representative actions, multi-plaintiff, and single-plaintiff lawsuits defending employers in state and federal courts in cases involving federal and state antidiscrimination, equal pay and whistleblower laws, the Fair Labor Standards Act, and a variety of state wage and hour laws. He also counsels clients to ensure compliance with wage and hour requirements.  Jennifer Milazzo is an attorney in the Los Angeles office of Paul Hastings, LLP, where she represents employers in all aspects of labor and employment law, including harassment, discrimination, retaliation, wrongful termination, and wage and hour issues, in both single-plaintiff and class-action matters. Prior to entering private practice, Ms. Milazzo served as a judicial extern to the Judge Stephen Wilson of the United States District Court for the District of California. 

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/10/2025
    Presented
SEE MORE
Course1

Law Firm Files in the Cloud: Understanding Ethical Risks

$89.00

Most files are now stored in the “cloud,” a global network of servers that store files for organizations of every size, including law firms.  Many applications, including word processing, email and billing software packages that are used daily by lawyers and law firms, are also stored and used in the cloud.  This dramatic shift in the way files are created, modified, stored, and shared has substantial implications for law firms.   The first is a duty of competence requirement that lawyers understand how the technology they employ works and how it might impact client communications and confidentiality, among many other issues.  This program will provide you with a practical guide to ethical issues when lawyers and law firm store and create files in the cloud.   Technology competence as an ethical duty of competence Ethical benchmarks and diligence for ensuring file and communication confidentiality in the cloud Mobile access – issues when the cloud is used via smartphone or tablet What if your client uses the cloud but you do not? Attorney-client privilege issues when using the cloud to communicate Internal policies – ensuring law firm security supplements cloud security   Speakers: Matthew Corbin is Senior Vice President and Executive Director in the Professional Services Group of AON Risk Services, where he consults with the company’s law firm clients on professional responsibility and liability issues.  Before joining AON, he was a partner with Lathrop & Gage, LLP, where he was a trial and appellate lawyer handling professional liability, commercial, business tort, employment, construction, insurance, and regulatory matters. Before entering private practice, he served as a judicial clerk to Judge Mary Briscoe of the U.S. Court of Appeals for the Tenth Circuit.   Mark A. Webster is Vice President and Director in the Professional Services Group of AON Risk Services.  He consults with the company’s law firm clients on professional responsibility and liability issues.? Before joining AON, he was a partner with Lathrop & Gage, LLP, where he had an extensive real estate transactions practice.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/11/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Trust and Estate Planning in 2025: Embracing Change and Overcoming Challenges

$89.00

Trust and estate planning in 2025 will require navigating many rocky patches. There are new assets classes. Inflation is rising. We are still dealing with the ongoing effects of the pandemic. There is legislation pending to substantially alter the taxability of estates. Familiar planning platforms and techniques may no longer be efficacious as change unfolds.  Planning requires not only looking at the law as it is today but as it may change – perhaps dramatically – during the year. This program will provide you with a practical guide to planning in the uncertainty.   Tax legislation that will or has changed the taxability of estates Planning with rising inflation – and higher interest rates? Trends in valuation of estates with higher rates Considering how to handle new asset classes Planning for the ongoing effects of the pandemic   Speakers: Michael Sneeringer a partner in the Naples, Florida office of Porter Wright Morris & Arthur LLP, where his practice focuses on trust and estate planning, probate administration, asset protection planning, and tax law. He has served as vice chair of the asset protection planning committee of the ABA’s Real Property, Trust and Estate Section and is an official reporter of the Heckerling Institute.    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/14/2025
    Presented
SEE MORE
Course1

2025 Fiduciary Litigation Update

$89.00

This program will provide you with a wide-ranging discussion of developments in fiduciary litigation. Challenges to the validity of an estate, claims involving non-probate transfers, and trustee liability cases litigation will be covered. The program will also cover claims based on a fiduciary’s management of assets in a time of extreme volatility and crisis. This program will provide you with a practical guide to recent developments in fiduciary litigation.    Review of significant case law developments and trends in fiduciary litigation Challenges to validity of an estate Claims involving non-probate transfers Trustee liability cases Failure to diversify trust assets in a time of volatility and crisis Claims based on distribution polices or abuse of discretionary distributions   Speaker: Steven B. Malech is partner in the New York City office of Wiggin and Dana, LLP, where he is chair of the firm’s probate litigation practice group.  He is represents beneficiaries, fiduciaries and creditors in disputes involving alleged violations of the Prudent Investor Act and its predecessors, alleged breaches of fiduciary duty, disputed accountings, and will contests. He represents clients in cutting edge probate litigation matters involving trusts and estates with assets in the hundreds of millions of dollars.  Michael Kenny is counsel in the New York City office of Wiggin and Dana, LLP, where his practice focuses on commercial, probate, construction, and maritime litigation.  He has represented clients in domestic and international arbitrations, including proceedings before the American Arbitration Association and the International Centre for Dispute Resolution. His litigation and arbitration experience includes the preparation and trial of warranty claims and ship repair disputes.  Matthew Smith is a partner in the Westport, Connecticut office of Wiggin and Dana, where he advises clients on estate planning, estate and trust administration, and probate litigation. His estate planning practice focuses on assisting individuals and families with practical estate, gift, and tax planning, including the preparation of wills and trusts. Before joining the firm, Matt was a litigation associate for Cravath, Swaine & Moore LLP.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/15/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Client Funds: Common Pitfalls and How to Avoid

$89.00

This program provides attorneys with essential guidance on managing client funds to ensure compliance with ethical and legal obligations. Participants will learn about common mistakes, such as commingling funds, improper disbursements, and inadequate recordkeeping, that can lead to disciplinary actions. The program will also offer practical strategies and best practices for safeguarding client funds and maintaining accurate financial records. By the end of the session, attorneys will be better equipped to avoid pitfalls and uphold their fiduciary duties with confidence.   Understanding ethical rules and fiduciary duties related to managing client funds. Identifying common mistakes, such as commingling, misappropriation, and improper disbursements. Best practices for maintaining accurate trust account records and complying with financial reporting requirements. Practical strategies to safeguard client funds and avoid disciplinary actions or malpractice claims.   Speaker: Thomas E. Spahn is of counsel in the Tysons Corners, Virginia office of McGuireWoods, where he advises firm clients on professional responsibility issues and properly creating and preserving the attorney-client privilege and work product protections.  He has served on the ABA Standing Committee on Ethics and Professional Responsibility and is a Member of the American Law Institute and a Fellow of the American Bar Foundation.  He has written extensively on attorney-client privilege, ethics and other topics, and has spoken at over 2200 CLE programs throughout the U.S. and in several foreign countries.  Through links on his website biography, he has made available to the public his summaries of over 1,600 Virginia and ABA legal ethics opinions, organized by topic; a 300 page summary of his two-volume 1,500 page book on the attorney-client privilege and work product doctrine; over 1100 weekly email alerts about privilege and work product cases; and materials for 40 ethics programs on numerous topics, totaling over 9,000 pages of analysis. 

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/16/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Trust and Estate Planning in 2025: Embracing Change and Overcoming Challenges

$89.00

Trust and estate planning in 2025 will require navigating many rocky patches. There are new assets classes. Inflation is rising. We are still dealing with the ongoing effects of the pandemic. There is legislation pending to substantially alter the taxability of estates. Familiar planning platforms and techniques may no longer be efficacious as change unfolds.  Planning requires not only looking at the law as it is today but as it may change – perhaps dramatically – during the year. This program will provide you with a practical guide to planning in the uncertainty.   Tax legislation that will or has changed the taxability of estates Planning with rising inflation – and higher interest rates? Trends in valuation of estates with higher rates Considering how to handle new asset classes Planning for the ongoing effects of the pandemic   Speakers: Michael Sneeringer a partner in the Naples, Florida office of Porter Wright Morris & Arthur LLP, where his practice focuses on trust and estate planning, probate administration, asset protection planning, and tax law. He has served as vice chair of the asset protection planning committee of the ABA’s Real Property, Trust and Estate Section and is an official reporter of the Heckerling Institute.    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/17/2025
    Presented
SEE MORE
Course1

Special Needs Trusts: Drafting for Vulnerable Clients

$89.00

Special Needs Trusts are designed to provide for the long-care of individuals who have physical or intellectual impairments and are unable to provide for themselves, whatever their age.  SNTs are intended to preserve the beneficiary’s eligibility for public benefits – Social Security, Medicare, and Medicaid – while maximizing the private resources of the beneficiary’s family.  Drafting distribution clauses and selecting the right trustee to make financial and health-care related decisions for the beneficiary are the essential steps in the planning process. This program will provide you with a practical guide to the types of SNTs, the situations in which each is most appropriate, preserving public benefit eligibility, distribution provisions, and trustee selection.   Planning and drafting issues with Special Needs Trusts Types of SNTs and eligibility standards Relationship of SNTs to public benefits – Social Security, Medicare, Medicaid, SSI Key considerations in drafting distribution clauses Choosing individual and institutional trustees, and the use of “pooled trusts” Administrative issues in SNTs   Speaker:  Martha C. Brown is an attorney at the law firm of Martha C. Brown & Associates, LLC in St. Louis, Missouri, where she has more than 25 years’ experience in the fields of elder law and estate planning.  She has an extensive practice advising the elderly and their families on their trust and estate planning matters with an emphasis on Special Needs Trusts.  She is a Fellow of the American College of Trust and Estate Counsel, a former board member and Fellow of the National Academy of Elder Law Attorneys, and a board member of the Special Needs Alliance.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/18/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Due Diligence in Commercial Real Estate Transactions

$89.00

This program will provide you with a practical guide to due diligence in real estate transactions – what information you need, where to get it, and the timeframes involved.  The program will also cover the relationship between the duration and depth of due diligence depending on the state of the market – i.e., how “hot” markets involve more risk because sellers or othersare reluctant to give lengthy diligence periods. The program will also discuss using information obtained in diligence to draft specific reps and warranties. This program will provide you with a practical guide to planning due diligence in real estate transaction and how that information is used.   Planning diligence – what information you need, where to get it, and timeframes Relationship between diligence and market conditions – willingness of sellers to cooperate or not Using diligence – tying information obtained to specific reps and warranties Review of leases, rent rolls, and financial statements Service contracts, condominium HOAs, and other contracts Title work – liens and other encumbrances   Speaker: John S. Hollyfield is of counsel and a former partner in the Houston office Norton Rose Fulbright, LLP.He has more than 40 years’ experience in real estate law practice.He formerly served as chair of the ABA Real Property, Probate and Trust Law Section, president of the American College of Real Estate Lawyers, and chair of the Anglo-American Real Property Institute.He has been named a "Texas Super Lawyer" in Real Estate Law by Texas Monthly magazine and is listed in Who’s Who in American Law.He is co-editor of Modern Banking and Lending Forms (4th Edition), published by Warren, Gorham & Lamont.He received his B.B.A. from the University of Texas and his LL.B. from the University of Texas School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/21/2025
    Presented
SEE MORE
Course1

Drafting Waivers of Conflicts of Interests

$89.00

A bedrock principle of lawyer ethics is that lawyers owe their clients loyalty, free of conflicts of interest – unless those conflicts are explicitly waived by a client in writing.  Clients are entitled to zealous representation without the lawyer being conflicted by other representations.  When a conflict arises, the lawyer is required to decline the representation causing the conflict or withdraw from an ongoing matter – unless the conflict is explicitly waived by the client.  But waivers are not always easily accomplished.  They must be carefully drafted – particularly when it purports to be of an anticipated conflict. This program will provide you with a real-world guide to the rules governing conflict waivers, types of waivers, and how to draft them to avoid future dispute and ethical sanction. Drafting effective waivers of conflicts of interest Key provisions of waivers and ensuring there is “informed” consent Advance waivers – drafting waivers for anticipated conflicts Types of advance waivers – stating subject area, adverse parties, neither or both Sources of rules and practical guidance on drafting waivers Common mistakes made in drafting waivers Consequences of ineffective waivers Speaker: William Freivogel is the principal of Freivogel Ethics Consulting and is an independent consultant to law firms on ethics and risk management.  He was a trial lawyer for 22 years and has practiced in the areas of legal ethics and lawyer malpractice for more than 25 years.  He is chair of the Editorial Board of the ABA/BNA Lawyers’ Manual on Professional Conduct. and past chair of the ABA Business Law Section Committee on Professional Responsibility.  He maintains the Web site “Freivogel on Conflicts” at www.freivogelonconflicts.com.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/22/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: 2025 Ethics Update: Navigating New Challenges, Part 1

$89.00

This annual ethics program will provide you with a round-table discussion of practical ethical issues important to your practice. The program will provide you with an engaging discussion of ethics developments involving technology and law practice, conflicts of interest, and attoarney-client communications in a digital world where no one is truly unplugged. The panel will also discuss the ethics of withdrawing from a matter and firing a client and the ethics of developing new business.  This program will provide you with a wide-ranging discussion of practical ethics developments important to your practice.   Day 1: Ethics and artificial intelligence Ethics and withness prep Emerging issues in conflicts of interest, part 1   Day 2: Office sharing and imputed dq issues Protection for data Emerging issues in conflicts of interest, part 2   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a broad complex commercial, business and securities litigation practice. He also has a substantial practice advising businesses on properly creating and preserving the attorney-client privilege and work product protections.  For more than 20 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/23/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: 2025 Ethics Update: Navigating New Challenges, Part 2

$89.00

This annual ethics program will provide you with a round-table discussion of practical ethical issues important to your practice. The program will provide you with an engaging discussion of ethics developments involving technology and law practice, conflicts of interest, and attoarney-client communications in a digital world where no one is truly unplugged. The panel will also discuss the ethics of withdrawing from a matter and firing a client and the ethics of developing new business.  This program will provide you with a wide-ranging discussion of practical ethics developments important to your practice.   Day 1: Ethics and artificial intelligence Ethics and withness prep Emerging issues in conflicts of interest, part 1   Day 2: Office sharing and imputed dq issues Protection for data Emerging issues in conflicts of interest, part 2   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a broad complex commercial, business and securities litigation practice. He also has a substantial practice advising businesses on properly creating and preserving the attorney-client privilege and work product protections.  For more than 20 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/24/2025
    Presented
SEE MORE
Course1

LIVE REPLAY: Cloud Contracts: Drafting and Reviewing IT Sourcing Agreements

$89.00

Virtually every organization outsources it information technology (IT) functions to third-party vendors.  Electronic files of every time – data and documents, video and audio – are stored on servers owned and maintained by third parties and located at off-site locations.  Telecom services are also commonly outsourced. The idea behind outsourcing these increasingly complex systems is that costs might be controlled and the difficulty of maintaining them becomes someone else’s task. But getting to that point lies beyond reviewing and negotiating highly complex IT outsource agreements involving performance and reliability, data security and privacy breaches, and warranty and indemnity.  This program will provide you with a practical guide to negotiating and drafting IT agreements with third-party vendors.   Performance standards for IT vendors, reliability, and Service Level Agreements Essential warranty and indemnity provisions – and spotting red flags Understanding how “The Cloud” works for contractual purposes Important data security, privacy and related liability concerns Drafting the underlying equipment lease and/or software license Reviewing fee structures in IT outsourcing agreements   Speaker: Peter J. Kinsella is a partner in the Denver office of Perkins Coie, LLP, where he has an extensive technology law practice focusing on advising start-up, emerging and large companies on technology-related commercial and intellectual property transaction matters.  Prior to joining his firm, he worked for ten years in various legal capacities with Qwest Communications International, Inc. and Honeywell, Inc.  Mr. Kinsella has extensive experience structuring and negotiating data sharing agreements, complex procurement agreements, product distribution agreements, OEM agreements, marketing and advertising agreements, corporate sponsorship agreements, and various types of patent, trademark and copyright licenses.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/25/2025
    Presented
SEE MORE
Course1

Digital Legacy: Estate Planning for Digital Assets

$89.00

Some of the most valuable assets a client has are the most difficult to define, value, and transfer on death.  “Digital assets” – everything from digital music and pictures stored online, to bank and credit card reward programs, Facebook pages and online TurboTax files, bank and retirement account credentials – are a class of asset that every client has, yet planning for them is new.  These assets are not governed by a conventional set of federal or state laws, rather by a complex set of rules set by a variety of organizations, none of which are standardized but which planners need to understand nonetheless to satisfy client expectations.  This program will provide you guide to the nature of digital assets, how they are controlled, and how to plan for them.   Digital assets in estate planning – defining and transferring them on death How failure to plan for these assets can scuttle estate plans and disappoint client expectations Fiduciary access to digital assets under current law Practical planning for digital assets – what works, what doesn’t, and what’s not at all clear How user polices impact the planning process – what you need to know about how these assets are titled and controlled How federal law impacts the planning process and unconventional planning issues   Speakers: Michael Sneeringer is a Partner in the Naples, Florida office of Porter Wright Morris & Arthur LLP, where his practice focuses on trust and estate planning, probate administration, asset protection planning, and tax law. He is an Executive Council member of the Real Property, Probate and Trust Law Section of the Florida Bar and the Articles editor, Trust and Estate, for Probate & Property Magazine. Missia H. Vaselaney is a partner in the Cleveland office of Taft, Stettinius & Hollister, LLP, where her practice focuses on estate planning for individuals and businesses.  She also represents clients before federal and state taxing authorities.  Ms. Vaselaney is a member of the American Institute of Certified Public Accountants and has been a member of the Steering Committee for AICPA’s National Advanced Estate Planning Conference since 2001. 

  • Audio Webcast
    Format
  • 60
    Minutes
  • 7/28/2025
    Presented
SEE MORE