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Showing 11 Results


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Drafting and Negotiating Corporate Agreements 2019 -- When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate

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From the program: Drafting and Negotiating Corporate Agreements 2019

Recorded on: Feb. 12, 2019

Taken from the Web Program Drafting and Negotiating Corporate Agreements 2019 Recorded February, 2019 in San Francisco [00:45:25] Anticipating disputes and breaches Litigation vs. ADR Choice of law and jurisdiction Enforcement in foreign jurisdictions Merger clauses Notice provisions Speaker: David S. Steuer (Skills credit for NY attorneys) The purchase price of this Web Program segment includes the following ...

Universal Issues and Preliminary Documents

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Recorded on: Feb. 12, 2019

SPEAKER: It is now my pleasure to introduce to you the chair of today's program, Drafting and Negotiating Corporate Agreements 2019, Martin Wellington of Sidley Austin LLP. Martin is the managing partner of Sidley's Palo Alto office and a member of the M&A, Private Equity, Capital Markets and Emerging Companies and Venture Capital practices. Martin counsels technology companies and their sources of capital in a variety of transactions, including M&A, ...

Acquisition Agreements

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Recorded on: Feb. 12, 2019

MARTIN WELLINGTON: We're going to transition, I think directly, correct, into discussing M&A agreements. And for that, Michael Dorf, who's walking up as we speak, will join us. Michael is a partner with Shearman & Sterling, and someone who I've negotiated with for years. He's usually on the other side. So we have varying perspectives, although we've been working enough that we've actually been on both sides opposite each other. So it's always fun ...

When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate

Transcripts  Transcripts    

Recorded on: Feb. 12, 2019

MARTIN A. WELLINGTON: All right, are we live again? Are we good? Great. All right, welcome back, everyone. Thanks for sticking with us. It's a long day, but the fun parts at the back end. David Steuer is a returning guest and will walk us through what can go wrong and what to do about these deals when they go wrong, focusing on a lot of the provisions we've been talking about. And hopefully, will teach you why all the stuff we've been telling you ...

Ethical Issues in Drafting Corporate Agreements

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Recorded on: Feb. 12, 2019

MARTIN WELLINGTON: Our next speaker is Peter Wolf, who is making his way up. Peter is a partner at Mayer Brown and is corporate securities partner, does M&A, divestitures, carve outs, joint ventures, commercial transactions, works with public and private companies, and financings for emerging growth companies. And we're delighted to have him here to talk about ethics. PETER WOLF: Great. Thank you. MARTIN WELLINGTON: Welcome. I'm glad that everybody ...

Employment Agreements

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Recorded on: Feb. 12, 2019

SPEAKER: OK, welcome back. Hopefully we had a wonderful lunch. And we'll continue on now. Laura Clark is here from HPE, the enterprise side of the business after they split. Laura is a senior employment counsel, and provides legal counsel support to HPE's global human resources organization. Before that, she was in private practice with a number of law firms, most recently DLA. And we're very happy that we're here. Take it away. LAURA CLARK: Thank ...

Licensing Agreements

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Recorded on: Feb. 12, 2019

MARTIN: And next, we are going to welcome Anna Remis, who is a partner of mine at Sidley, specializing in intellectual property and technology transactions. Until recently, she was in our Chicago office, and just recently moved out to the West Coast. Or I should say, back to the West Coast. She finally wised up and came back. And so we're happy to have her out here. And Anna's practice is focused on technology, digital media, internet, and such related ...

Nuts and Bolts of Due Diligence

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Recorded on: Feb. 11, 2019

Taken from the Web Program IP Issues in Business Transactions 2019 SF Recorded February, 2019 in San Francisco [01:02:40] Developing the IP due diligence plan Time and cost restraints for diligence Identifying the client’s motivation behind the deal The “must-haves” in any transaction IP-related risks Sources of information, including company records, interviews, databases, and experts Post-closing ...

Nuts and Bolts of Due Diligence

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Recorded on: Feb. 11, 2019

SPEAKER 1: OK we are going to get started with the afternoon session today. And this afternoon starting off, we are fortunate to have a presentation on the nuts and bolts of due diligence-- IP due diligence. Our presenters today are Violetta Kokolus and John Tsai. Violetta advises on complex technology and IP transactions. She is a partner at Dechert in New York. So she's traveled out here from New York to join us today. Her practice focuses on intellectual ...

Data and Information Rights as Assets in Business Transactions

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Recorded on: Feb. 11, 2019

LOTHAR DETERMANN: All right, welcome to day two of IP issues in business transaction. We're kicking the second day off with a sort of new asset and a new regime of IP issues. And I'm really excited to be joined here with my co-chair Karen, with Ted Herzog, who is Director, Division Counsel, International Counsel at Ecolabs. Ted has actually a good home history here with the Bay Area. And he was happy to come out from Minneapolis, because he went to ...

IP Issues in International Business Transactions

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Recorded on: Feb. 11, 2019

LOTHAR DETERMANN: And we will now switch from domestic to international, and waving the additional panelists. Why don't you move a little closer to me, Ted? THEODORE HERZOG: OK. SPEAKER 1: Actually, I'll step down so that your panelists [INAUDIBLE]. LOTHAR DETERMANN: OK. Maybe I'll get one of you to my left here, where Karen was sitting. And I'll start introducing. Ted will also join us for this panel. We're so excited to have him here-- again, ...


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