Fundamentals of Licensing Technology, Part 1 - A National Perspective

Presented by the ISBA


1.0 hour MCLE credit


Original Program Date: April 12, 2022
Accreditation Expiration Date: ­­­­­­­­­­­­­­­­­­­­­­­­­May 9, 2025 (You must certify completion and save your certificate before this date to get MCLE credit)


Licenses are complex agreements governing the use of software, technology and other inventions. Most companies depend on technology it licenses to create operate and create value. But these complex instruments are also traps for the unwary, blending how and when the licensed technology can be used, in what territory, and by whom. Licenses also incorporate sprawling indemnity and damages provisions. Carefully drafted, negotiated or reviewed, licenses can be the fount of great value. But their complexity is also fraught with traps. This program will provide you with an intermediate-level guide to drafting and reviewing the most important provisions of licenses, including scope of use, property ownership and adaptation, royalties, warranties and indemnity, and remedies.

Day 1 – April 12, 2022:

  • Drafting and reviewing the most important provisions of client licenses
  • Defining the scope of the license – usage, territory, time and updates
  • Royalties – different structures and audits
  • Warranties in licensing – implied and express
  • Protecting the exchange of confidential information – employee issues and trade secrets


Speaker:

Matt McKinney is a partner in the Denver office of Koenig, Oelsner, Taylor, Schoenfeld & Gaddis P.C., where his practice focuses on structuring and negotiating complex commercial and technology transactions and representing companies in intellectual property and technology-related matters. He is experienced with a wide range of contracts regarding the commercialization and protection of intellectual property including software, content, patent and trademark licenses, and software as a service (SaaS) agreements. Mr. McKinney earned his B.A. from Grinnell College and his J.D., with distinction, from the University of Iowa College of Law.

Illinois Supreme Court Reinforces Service of Summons Allowable via Social Media, Text and Email

Posted on April 24, 2023 by Celeste Antoinette Niemann

Chief Justice Mary Jane Theis and the Illinois Supreme Court announced today amendments to Supreme Court Rule 102 which provide for the electronic service of summons and complaints in civil proceedings in recognition of society’s increased use of electronic methods to communicate. 

Illinois Supreme Court Amends Orders Entered in Response to the COVID-19 Emergency

Posted on April 24, 2023 by Timothy A. Slating

With the official end of the COVID-19 public health emergency approaching on May 11, Chief Justice Mary Jane Theis and the Illinois Supreme Court recently announced amendments to orders entered in response to the COVID-19 emergency under M.R. 30370, In re Illinois Courts Response to COVID-19 Emergency. The Court also announced corresponding amendments to Rules 101, 102, 283, 284, and the adoption of new Rules 102.1 and 242. These and earlier amendments to Supreme Court Rules, make permanent certain temporary measures adopted during the pandemic.

Charitable Giving Planning in Trusts and Estates, Part 2 - A National Perspective

Presented by the ISBA


1.0 hour MCLE credit


Original Program Date: April 8, 2022
Accreditation Expiration Date: May 9, 2025 (You must certify completion and save your certificate before this date to get MCLE credit)


Charitable giving can be a major portion of clients’ trust estate planning and introduce substantial complexity. Charitable giving may be motivated less by a desire for tax savings and more by a desire to have an impact on a specific charity or a community. Clients may also want to retain some measure of control during their lifetimes over the property they are donating and retain income from the property. Though there is a vast array of vehicles and planning techniques to achieve these goals, working through the alternatives is daunting. This program will provide you with a practical guide to the range of charitable giving vehicles, planning techniques to achieve client goals, tax and non-tax tradeoffs, and integrating charitable giving with overall estate plans.

Day 2 – April 8, 2022:
  • Advantages and disadvantages of using private foundations, supporting organizations, and donor-advised funds
  • Structuring funds to provide maximum flexibility to the endowment and satisfy donor demands for control
  • Donating illiquid and difficult-to-value assets to charity – real estate, interests in closely held businesses, works of art
  • Review of faith-based giving initiatives and related legal issues


Speaker:

Michael Lehmann is a partner in the New York office of Dechert, LLP, where he specializes in tax issues related to non-profits and in the tax treatment of cross-border transactions. He advises hospitals and other health care providers, research organizations, low-income housing developers, trade associations, private foundations and arts organizations. He advises clients on obtaining and maintaining tax-exempt status, executive compensation, reorganizations and joint ventures, acquisitions, and unrelated business income planning. Mr. Lehmann received his A.B., magna cum laude, from Brown University, his J.D. from Columbia Law School, and his LL.M. from New York University School of Law.

Daniel L. Daniels is a partner in the Greenwich, Connecticut office of Wiggin and Dana, LLP, where his practice focuses on representing business owners, corporate executives and other wealthy individuals and their families. A Fellow of the American College of Trust and Estate Counsel, he is listed in “The Best Lawyers in America,” and has been named by “Worth” magazine as one of the Top 100 Lawyers in the United States representing affluent individuals. Mr. Daniels is co-author of a monthly column in “Trusts and Estates” magazine. Mr. Daniels received his A.B., summa cum laude, from Dartmouth College and received his J.D., with honors, from Harvard Law School.

Charitable Giving Planning in Trusts and Estates, Part 1 - A National Perspective

Presented by the ISBA


0.75 hour MCLE credit


Original Program Date: April 7, 2022
Accreditation Expiration Date: ­­­­­­­­­­­­­­­­­­­­­­­­­May 9, 2025 (You must certify completion and save your certificate before this date to get MCLE credit)


Charitable giving can be a major portion of clients’ trust estate planning and introduce substantial complexity. Charitable giving may be motivated less by a desire for tax savings and more by a desire to have an impact on a specific charity or a community. Clients may also want to retain some measure of control during their lifetimes over the property they are donating and retain income from the property. Though there is a vast array of vehicles and planning techniques to achieve these goals, working through the alternatives is daunting. This program will provide you with a practical guide to the range of charitable giving vehicles, planning techniques to achieve client goals, tax and non-tax tradeoffs, and integrating charitable giving with overall estate plans.

Day 1 – April 7, 2022:

  • Charitable giving vehicles and techniques & advantages and disadvantages of each
  • Integrating charitable giving into overall estate plans
  • Use of Charitable Remainder Trusts and Charitable Lead Trusts to achieve client goals
  • Donating life insurance policies and proceeds and related trust issues
  • How to restructure restricted charitable gifts
  • Tax pitfalls of charitable giving
  • Post-mortem charitable giving techniques


Speaker:

Michael Lehmann is a partner in the New York office of Dechert, LLP, where he specializes in tax issues related to non-profits and in the tax treatment of cross-border transactions. He advises hospitals and other health care providers, research organizations, low-income housing developers, trade associations, private foundations and arts organizations. He advises clients on obtaining and maintaining tax-exempt status, executive compensation, reorganizations and joint ventures, acquisitions, and unrelated business income planning. Mr. Lehmann received his A.B., magna cum laude, from Brown University, his J.D. from Columbia Law School, and his LL.M. from New York University School of Law.

Daniel L. Daniels is a partner in the Greenwich, Connecticut office of Wiggin and Dana, LLP, where his practice focuses on representing business owners, corporate executives and other wealthy individuals and their families. A Fellow of the American College of Trust and Estate Counsel, he is listed in “The Best Lawyers in America,” and has been named by “Worth” magazine as one of the Top 100 Lawyers in the United States representing affluent individuals. Mr. Daniels is co-author of a monthly column in “Trusts and Estates” magazine. Mr. Daniels received his A.B., summa cum laude, from Dartmouth College and received his J.D., with honors, from Harvard Law School.

Drafting Business Service Agreements - A National Perspective

Presented by the ISBA


0.75 hour MCLE credit


Original Program Date: May 26, 2022
Accreditation Expiration Date: ­­­­­­­­­­­­­­­­­­­­­­­­­May 9, 2025 (You must certify completion and save your certificate before this date to get MCLE credit)


Companies are increasingly focused on their “core competencies,” outsourcing all other functions – sales, bookkeeping, IT, customer and product support, warranty work – to third party professionals and their companies. Drafting agreements to capture this work is unlike drafting a conventional employment agreement. It requires a sophisticated understanding of the service, benchmarks for performance and reporting, and the protection of confidential business information. The underlying agreement must comprehend how all of these elements operate together. This program will provide you with a practical guide to drafting services agreements in business.

  • Drafting services agreements for “hard” and “soft” services
  • Scope of services provided, modification of services, and relationship to fees
  • Performance standards and timeliness of delivery of services
  • Types of fee structures and common traps
  • Ensuring ownership of key files, records, “know how,” customer lists, and trade secrets
  • Issues related to sub-contracting, designation of agents, and assignment of the contract
  • Conflicts of interest, limitation of liability, and indemnification


Speaker:

Joel R. Buckberg is a partner in the Nashville office of Baker Donelson, LLP. He more than 40 years’ experience in corporate and business transactions. His practice focuses on corporate and asset transactions and operations, particularly in hospitality, franchising and distribution. He also counsels clients on strategic planning, financing, mergers and acquisitions, system policy and practice development, regulatory compliance and contract system drafting. Prior to joining Baker Donelson, he was executive vice president and deputy general counsel of Cendant Corporation. Mr. Buckberg received his B.S. form Union College, his M.B.A. from Vanderbilt University, and his J.D. from Vanderbilt University School of Law.

Drafting Small Commercial Real Estate Leases - A National Perspective

Presented by the ISBA


1.0 hour MCLE credit


Original Program Date: May 24, 2022
Accreditation Expiration Date: May 9, 2025 (You must certify completion and save your certificate before this date to get MCLE credit)


In small space leases, tenants are much more sensitive to the cost or reviewing and negotiating lengthy leases. Also, use restrictions in lengthier leases can unduly restrict a tenant’s ability to use the space to operate their business. Landlord rights and remedies in “short “form” leases tend to leave tenants with little flexibility and few remedies for landlord breaches. At the same time, landlords fear the instability and costs associated with small tenants. This program will provide you a real-world guide to reviewing a small commercial lease, including economics, use restrictions, subleasing, and remedies.

  • Red flags in “short form” leases for small tenants
  • Ensuring “use” restrictions allow tenant to operate its business
  • Common area maintenance, taxes, insurance, fees and penalties
  • Scope of landlord services to tenant – and landlord remedies
  • Exit issues – “go dark” provisions, subletting, tail liability


Speaker:

David C. Camp is a partner in the Denver office of Senn Visciano Canges, PC, where he represents clients in all aspects of real estate transactions. He has extensive experience in leasing, development, construction, financing and ownership issues. He also has substantial experience in commercial finance matters, most frequently corporate and real estate financing, including mezzanine loans, construction loans, and traditional loan matters. Mr. Camp received his B.A. cum laude from Middlebury College and his J.D. from the University of Pennsylvania Law School.