Resource Library

This session will discuss how to handle uncomfortable situations that in-house counsel encounter during contract negotiations that raise ethical questions. The Rules of Professional Conduct (RPC) are sometimes unclear and don't necessarily apply when it comes to everyday tasks of a commercial lawyer. This session will review the RPC and answer questions such as: How to deal with non-lawyers who say that they have the authority to negotiate without a lawyer present? What to do if the opposing party has not had legal advice, a contract is signed by an entity that does not exist, or the other side does not understand the implications of what it is agreeing to? Is there a duty to read a draft or redline a final copy to ensure no changes have been made? How to handle situations when a third-party attorney contacts your client without your involvement?

For years, brand owners have asked online retailers to help them find and punish unauthorized resellers for their violations. Unfortunately for brand owners online retailers typically take a percentage of third-party sales within its marketplace and are hesitant to enforce seller pricing agreements and risk losing revenue. As a result of leaks in the supply chain, resellers obtain authentic products and sell them online below their minimum advertised price or attempt to violate trademarks and copyrights, making it difficult for brand owners to protect themselves. Copyright and trademark infringement can hurt a brand's functionality severely by affecting its Buy Box share, revenue, and, most importantly, brand reputation. This panel discussion will address different solutions to deal with these international online marketplace issues that in-house counsel of consumer brand manufacturers and distributors deal with daily.

What do you do when your receptionist pierces her nose? When your sales associate has a sleeve tattoo that can't be covered up by clothing? When your male customer service representative announces that he is transitioning and wants to use the women's restroom? Or when an applicant for a wait staff position shows up for the interview wearing a hijab? Welcome to the brave new workplace, where an employer's right to regulate an employee's appearance and behavior with dress and appearance codes, restroom access rules, and other standards of conduct may conflict with a variety of employment law statutes. A panel of employment law experts will explore this rapidly evolving area of the law with insights into recent court cases, what federal and state agencies are doing in this area, and practical advice to help in-house counsel manage their workplaces within the law.

No longer is the annual report a dry recitation of financial figures. Increasingly, Securities and Exchange Commission (SEC) filings have become a canvas for broad, aspirational statements on corporate environmental and social practices. Publicly traded companies now face overlapping and sometimes conflicting demands for transparency from the SEC, activist shareholders, customers, and non–governmental organizations on subjects as disparate as conflict minerals, climate change, material environmental liabilities, and social mandates. These disclosures, which inevitably carry some degree of subjectivity, are fraught with obvious risks, including SEC enforcement actions, shareholder lawsuits and civil litigation based on consumer deception or false advertising claims. This program will provide corporate counsel with tips and case studies for working with their corporate colleagues and outside auditors to obtain information critical to making accurate and defensible disclosures that will highlight company accomplishments without creating unnecessary litigation or enforcement risk.

This QuickCounsel points out the hidden dangers when choosing outside counsel and teaming up with similarly situated defendants.

The purpose of this resources is to discuss common hotel management agreement provisions and concepts in the United States. The authors will touch upon one or more topics which sparks a "I've always wondered why that is the way it is but nobody has taken the time to explain it" reaction with you. The hope the discussion goes some way to demystify the topic.
The 10-part series will cover the following topics:
1. Why is the manager's fee based on hotel's revenue and profit and not some other basis?
2. Why do some agreements provide that the manager is the owner's agent and some do not?
3. Why does the owner employ most or all of the hotel employees (and not the manager)?
4. What is the risk/reward relationship between an owner and manager?
5. Why does the owner indemnify the manager?
6. Why do we need a non-disturbance deed between the owner, manager and financier?
7. Why the need for an area of protection?
8. Why is the owner usually prevented from selling the hotel to one of the manager's competitors?
9. Why does the manager impose restrictions on the owner's ability to finance the hotel?
10. What is the importance of brand standards?

Effective support of a company’s sales function requires striking the right balance between making it easy and efficient for the company and its customers to contract with each other, while appropriately protecting the company against key risks. Legal departments are required to do more with less, so the approach taken to supporting the sales function must be efficient. The panelists will discuss strategies for achieving these goals, including identification of different customer types and approaches for each type, clear identification of key risks and tolerances, contract simplification and the use of plain English, sales force training and self-help tools, and processes to streamline the collection of information, drafting, negotiation, authorization and tracking of contracts.

When a significant data breach happens, first responders face significant challenges under extreme pressure. This panel will provide an overview of the current environment in which data breaches are addressed in litigation and regulatory investigations. The panelists will walk you through what happens behind the scenes when a potential breach is identified, investigated and notified and the ensuing regulatory investigations and class action litigation proceedings. Having provided a real-world perspective, the panel will then discuss effective ways to prepare now, so that your company is ready to handle a breach situation well. Panelists will provide concrete examples of measures taken in advance of a breach that make a difference when it happens, including evaluating exposures, reserving and insurance to protect the bottom line; managing vendors and coordinating with others when sensitive data is shared and effective ways to keep your board informed about cybersecurity.

This interactive session will demonstrate how corporate counsel should react when their organization is hit with major litigation, including a governmental investigation targeting directors and officers. Attendees will participate in a “What should you do next?” discussion using electronic voting and Q&A throughout the session. By walking through the phases of a crisis as it typically unfolds, the panel will cover critical issues such as formation of special board committees, internal investigations, government disclosure, media strategy, hiring outside counsel, directors and officers (D&O) insurance and indemnification rights, attorney–client privilege concerns and must-know areas of D&O liability exposure. Special focus will be given to corporations with a global footprint that face exposure across international lines. The panel will use sample cases pulled from recent headlines, including insider trading investigations; cases involving the Foreign Corrupt Practices Act; whistleblower cases and cases involving faulty accounting and disclosure allegations.

This panel will focus on how judges and in-house counsel can work together to drive efficiency in our sometimes-byzantine litigation system, while retaining our profession's high ethical standards. From basic case management to better use of technology, courts have the same interests as in-house counsel, namely to drive better legal outcomes more efficiently. However, judges usually only hear from the outside bar, rather than corporate counsel who share their interest in timely, ethical and efficient resolution of legal matters. Join this panel of business court judges from around the United States to exchange thoughts about how the US litigation system can improve and how you can supervise litigation more effectively, while ensuring that you comply with relevant ethics rules, such as ABA Model Rules 1.1, and 3.2, among many others.