Library

Discusses the components of typical force majeure clauses, including the definition of a force majeure event, excusal of non-performance, and the parties’ obligations if an event occurs.

An overview of the two main accounting frameworks used in the UK, UK GAAP and IFRS, and why the differences between them matter for corporate and commercial lawyers. Covers when each framework applies, the key regulatory bodies involved, the main technical differences that affect legal practice, and how accounting framework choices impact due diligence, transaction drafting, financial covenants, and earn-out provisions.

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.

An introduction to damages scrapes, breach scrapes, and double materiality scrapes. Features interviews with ABA M&A Committee members Rita-Anne O’Neill from Sullivan & Cromwell LLP and Craig Menden from Willkie Farr & Gallagher LLP.

Once the financial terms of a venture deal are set, the lawyers need to work out exactly how much each investor is investing and how many shares they’ll be issued. This course explains the calculations involved.

A discussion of the main UK M&A deal structures—share sales and asset sales—and how the choice of structure affects third-party consents, corporate approvals, tax treatment, employees, and risk allocation. The course also briefly covers mergers.

This program explains certificates of incorporation and corporate bylaws, discussing their respective roles in a company, how they can be amended, and other important aspects of these important corporate documents. The program also provides an overview of the key players in a corporation: its stockholders, the board of directors, and the main officers.

This program covers the ethical use of AI across core areas of legal practice, helping lawyers understand both the opportunities and the ethical considerations of these powerful tools. The program covers AI’s role in transactional work and litigation, guidance on prompting large language models, and the ethical and professional responsibility issues that arise when using AI in legal practice. Lawyers will gain practical knowledge to use AI tools effectively and responsibly in real-world settings

How to draft key sections of your brief persuasively, structure and present arguments and facts clearly, and prepare supporting motion documents.

An introduction to different types of securities and securities offerings, including an overview of the IPO process, greenshoe options, follow-on offerings, and shelf registrations and takedowns.

An introduction to various aspects of two advanced M&A concepts found in acquisition agreements – disclosure-schedule-updates provisions and the concept of defining “Fraud” in fraud carve-outs. This track covers drafting and negotiating tips and buyer and seller perspectives.

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.