Agenda / Content Covered

1. DUE DILIGENCE AND FIRST STEPS (WITH CHECKLIST)
   10:00 — 11:00, Noel Humphreys
   1. Core Concepts of Contract Practice
   2. E-Signatures and Electronic Contracts
   3. Defining Terms and Legal Concepts
   4. Letter of Intent
   5. Representations and Warranties
   6. Setting up the Case File and Contract Maintenance (Calendaring and Process Management)
2. COMMON TYPES OF BUSINESS CONTRACTS (WITH SAMPLES)
   11:15 — 12:45, Joshua Jewkes
   1. Purchase and Sale Agreements
   2. Non-Disclosure Agreements
   3. Indemnity Agreements
   4. Shareholder/Partnership Agreements
   5. IP/License Contracts
   6. Operating Agreements
   7. Property and Equipment Leases
   8. Sales-Related Contracts
   9. Non-Competes and Other Employment Contracts
3. GENERAL PROVISIONS LANGUAGE (WITH SAMPLES)
   1:15 — 2:15, Julie Copley
   1. Defined Terms and Conditions
   2. Rights and Liabilities of Parties
   3. Dispute Resolution Provision
   4. Forum Selection Provisions
   5. Restrictive Covenants (Confidentiality, Non-Compete, etc.)
   6. Boilerplate Provisions
4. REVIEWING CONTRACTS
   2:15 — 2:45, Julie Copley
   1. Organizing Document Review Process
   2. Establishing a Template
   3. Attorney Review Tips
5. TOP MISTAKES TO AVOID (WITH SAMPLE "BAD CLAUSES" TO REVIEW)
   3:00 — 4:00, Michael Ecker
   1. Problematic Language
   2. Common "Boilerplate" Issues
   3. Legal Jargon vs. Plain English
   4. Attachments, Exhibits, Schedules, and Supporting Documents
   5. Formatting Issues
   6. "Spot the Problem!" - Correcting Sample Language
6. ETHICS IN CONTRACT PRACTICE
   4:00 — 5:00, Julie Copley
   1. Competence When Drafting a New Type of Contract
   2. Clients Who Don't Read the Document(s)
   3. Multi-Party Negotiation Considerations
   4. Diligence and Boilerplate Provisions

Accreditation Details:

JULIE D. COPLEY is a paralegal with Burr Forman McNair. She was an in-house Global Sourcing Contracts Paralegal for International Paper for the last 8 years before recently moving to South Carolina. She helped source Corporate, Raw Materials, Energy, Transportation and Procurement Ops. For more than 13 years, Ms. Copley was an in-house paralegal at The Service Master Company working with the franchise brands, which includes Merry Maids, ServiceMaster Clean, Furniture Medic and AmeriSpec. She began working for ServiceMaster in 2000. Her responsibilities included third party contracts, reviewing marketing materials, maintaining an E&O insurance program, litigation and claims management, franchisee issues and tracking legislation. Ms. Copley passed the national paralegal certification exam in 2006. She passed the Advanced Certified Paralegal exam for Contract Administration/Contract Management in 2014. Ms. Copley earned her paralegal certificate from the Institute of Paralegal Studies in 1996. She has taught numerous courses for NBI, Inc. including Ethics and Legal Practice: The Paralegal's Role, Overcoming the Top Ethical Dilemmas Paralegal's Face, and Ethics for Corporate and Freelance Paralegals.

MICHAEL D. ECKER is a member of the business division of the Philadelphia office of Eckert Seamans Cherin & Mellott, LLC. He negotiates and documents business relationships, including emerging growth & technology, financial institutions, and health law. Mr. Ecker represents entrepreneurs, publicly and privately held emerging businesses, corporations, partnerships and joint ventures in diverse industries in a variety of corporate and transactional matters, including mergers and acquisitions, public and private finance, and corporate governance. His transactional healthcare and e-commerce practice includes negotiation and preparation of software licenses, as well as joint venture, employment/severance, and equity ownership agreements. A frequent lecturer, Mr. Ecker speaks to professional organizations on subjects including legal and corporate developments in healthcare law, e-commerce, mergers and acquisitions, and corporate governance. He is a member of the Philadelphia (Business Law Section), Pennsylvania (Business Law Section) and American (Business and Health Law Section) bar associations. Mr. Ecker is a member of the Pennsylvania Bar Association's Committee on Legal Ethics and Professional Responsibility. He received his B.A. degree from Northwestern University and his J.D. and M.B.A. degrees from Emory University.

NOEL D. HUMPHREYS is of counsel with Connell Foley LLP, where he limits his practice to business transactions, lending transactions, organizational governance, and intellectual property. Mr. Humphreys is admitted to practice law in New Jersey and New York; and before the U.S. District Court of New Jersey and the U.S. District Court of New York (Eastern and Southern). He earned his B.A. degree from DePauw University, his M.S.J. degree from Columbia University, and his J.D. degree from Harvard University.

JOSHUA D. JEWKES is an attorney with Gordon Law Group. He focuses his practice on business and real estate transactions and dispute resolution. Mr. Jewkes acts as general counsel to several local businesses and enjoys solving complex legal problems for his clients. He is admitted to practice in Utah, Georgia, and Illinois, and numerous federal courts. He is the current vice-chair of the Wasatch Community Foundation and the former president of the Wasatch County Bar Association. Mr. Jewkes earned his B.A. degree from Brigham Young University and his J.D. degree from J. Rueben Clark Law School at B.Y.U.