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Developing arguments both supporting and opposing motions for leave to amend, including a discussion of the various grounds for denial. Rules, procedure, and the legal standard.

An overview of how warranties & indemnities work and as well as various methods of limiting liability, such as caps, de minimis thresholds, and baskets. The course also provides a brief introduction to W&I insurance.

An overview of loan repayments, including a discussion of amortization, balloon payments, voluntary vs. mandatory prepayments, and prepayment penalties.

Management incentives used in private equity mergers and acquisitions, covering both equity and non-equity incentives, and looking at how the various incentives motivate key personnel in portfolio companies after the acquisition. The course discusses incentive units, RSUs, rollover equity, deferred compensation, SARs, phantom units, and change of control bonuses.

Teaches associates how to delegate clearly and effectively. Covers how to structure a productive assignment meeting, convey context and expectations, and set up team members for success.

An advanced discussion on how to prepare your witness for cross examination. Teaches how to educate your witness on the tactics the other lawyer will use, and how they can defuse those tactics. Also covers how to approach mock cross, what to look for in your witness’s mock answers, and how to give effective feedback.

This program covers the structure of private equity funds, key deal types, how PE firms approach transactions, and the differences between strategic M&A and Private Equity M&A.

This program covers how corporations authorize their actions and draft written consents, Delaware annual reports, ‘34 Act disclosure requirements for public companies, and two methods of calculating corporate franchise tax.

Explains key legal, business, and drafting issues for the most common terms and provisions that appear in day-to-day commercial agreements. This track covers force majeure, indemnification, limitation of liability, notice, publicity, reps & warranties, schedules and exhibits, severability, survival, and term and termination provisions.

The basics of taking a deposition. This track includes how to notice or subpoena a deposition, draft a deposition outline, and select documents to use in the deposition; plus effective questioning techniques and strategies for dealing with a difficult witness or opposing counsel.

Rules, procedures, tips and strategic considerations for taking and defending expert depositions. This track covers qualifying as an expert, expert and rebuttal reports, witness prep, questioning techniques, attorney-client privilege, and more.

This program teaches lawyers about various aspects of two advanced M&A concepts found in acquisition agreements – materiality scrapes and sandbagging. It covers drafting and negotiating tips, buyer and seller perspectives, and market trend information from the ABA M&A Committee’s 2022-23 Private Target Deal Points Study.