State Law Charitable Registrations (May 16, 2012 at 12:30 PM EDT, 11:30 AM CDT, 10:30 AM MDT, 9:30 AM PDT) Presented by Errol Copilevitz of Copilevitz & Canter, LLC and Rhonda Lees, Vice President, Legal Affairs, American Diabetes Association. Compliance with regulations.......you can't escape having to think about this and when you are dealing with different state regulations, compliance can seem like a tangled web. This program presents a short trip through the maze of requirements to get and keep your charity or client in full compliance with the laws of the various states. The discussion will include analysis and examples of some of the issues that inevitably arise, as well as trends that you should know.
What DCAA’s New Agency Culture Means for Your Government Contracting Business (May 23, 2012 at 12:30 PM EDT, 11:30 AM CDT, 10:30 AM MDT, 9:30 AM PDT) The panelists will include John Farenish of Venable LLP (and former General Counsel for DCAA). Please join us for an in-depth discussion of the evolution of DCAA audits following the agency's recent implementation of heightened testing, scrutiny and evidentiary requirements. This program will focus on how the new DCAA culture will affect approval of contractors' business systems, ethics programs and compliance audits.
Practical Strategies for Maintaining Data Privacy (May 31, 2012 at 12:30 PM EDT, 11:30 AM CDT, 10:30 AM MDT, 9:30 AM PDT) Presented by Howard S. Hogan of Gibson Dunn and an in-house panelist. In an age of Internet marketing and commerce, all companies are now affected to one degree or another by issues of data privacy and data security. Congress, state attorneys general, the Federal Trade Commission, the Department of Commerce, and other legislative and governmental bodies are actively investigating data privacy and security practices. In addition, there have been a wave of consumer class actions against companies seeking damages or injunctive relief related to companies' data privacy and security practices. This presentation will share lessons learned and best practices in this arena. Presenters will discuss such issues as FTC enforcement under the Federal Trade Act and its proposed "privacy by design" initiative, strategies for avoiding claims under the Computer Fraud and Abuse Act, practical advice for what to do in the event of a data breach, techniques for negotiating the overlapping web of state and federal privacy statutes, and much more.
How to Litigate a Bogey-Free Claim Against the Government (June 7, 2012 at 12:30 PM EDT, 11:30 AM CDT, 10:30 AM MDT, 9:30 AM PDT) Presented by Richard B. Clifford and Andrew E. Shipley of Perkins Coie LLP. Moderated by Ken Reiss, Senior Counsel, Northrop Grumman. Is your claim worth "at least $1 Million"? Did you label it a request for equitable adjustment or not request a contracting officer's final decision? If that's how you packaged it, it might be worth nothing. Litigating against the United States government presents a unique set of traps and hazards for the unwary, from "sum certain" pleading rules to tight deadlines for stay relief. In short, the United States benefits from special procedures, defenses, and limitations on liability not available to private litigants. Indeed, the federal government may not be subjected to suit at all absent its own express consent. This presentation reviews some of the common traps in bid protests, claims litigation, and False Claims Act litigation that anyone contracting or planning to contract with the government needs to know. Panelists will discuss best practices for avoiding these pitfalls and maximizing recovery against the government.
Cloud Computing – Game Changing Sourcing Option or Just Smoke? (June 26, 2012 at 12:30 PM EDT, 11:30 AM CDT, 10:30 AM MDT, 9:30 AM PDT) Presented by Daniel A. Masur of Mayer Brown and an in-house panelist. This session will discuss the real meaning and potential of cloud computing and how it differs from traditional outsourcing as well as the "dark side" of cloud computing, including privacy, security, compliance, control and auditability issues. The speakers will discuss how to adapt sourcing strategies and contract terms to cloud computing and how to recognize and mitigate privacy, data security and other key risks.
How to Spot and Solve the Most Common Meeting Contracting Pitfalls (June 27, 2012 at 12:30 PM EDT, 11:30 AM CDT, 10:30 AM MDT, 9:30 AM PDT) Presented by Lisa M. Hix and Kristalyn J. Loson of Venable LLP and William G. Karazsia, Counsel, The National Center For Missing & Exploited Children. Almost every nonprofit will hold at least one annual conference throughout the year, with many organizations having multiple conferences, meetings and trade shows. As in-house counsel know well, the contracting process for these meetings can be a laborious set of negotiations resulting in series of high-value contracts to be reviewed on a short deadline. This program will offer tips from the trade and common strategies to incorporate into your contract reviews. Relying on real-world examples, the panel will provide strategies to avoid common pitfalls in the contracting process, including topics such as mitigating potential attrition, cancellation and other damages, demystifying force majeure, and consideration of insurance issues. Before heading into your next meeting planning season, make sure you are armed with practical knowledge and know-how to adequately protect your organization and receive the most value in the contracting process.
Archived Webcasts
The Perils of Working with Nonprofits: Do's and Don'ts of Board Service and Legal Advice (May 10, 2012) Thinking about serving on the board of a nonprofit organization or providing legal advice to a nonprofit? This seminar will provide an overview of the key differences between charities, foundations, social welfare organizations, and professional associations and the types of real-world issues that each may encounter. It also will examine the standards by which directors and advisors are judged and the liability protections available to them.
Mixing Litigation and Social Media (May 8, 2012) Presented by Barbara S. Wahl and Janine A. Carlan of Arent Fox LLP and an in-house panelist. Everyone's doing it - social media, that is. Blogs, Facebook, Twitter, Foursquare, Second Life. When litigation strikes, both in house and outside counsel need to know how social media may play a part. Employees are active in these social media worlds and their actions may have implications for your company and your case. When litigation erupts, will your company be ready or will it be caught flat-footed? In our presentation, we will discuss the implications of recent court decisions regarding the use of social media as evidence. We will explore the different ways social media can be used to lead to discoverable evidence and how it can play out during depositions and during cross examination. We'll also cover the ethical implications of you, as a lawyer, "friending" or "following" witnesses through social media. Before getting into the situation where an employee on the witness stand is shown his own damaging tweet about the case, a company can head off this situation by implementing internal policies regarding the use of social media. A policy may cover the use of company email addresses as login IDs for personal social media, whether blogging employees should be permitted to identify themselves as company employees, and whether employees should be permitted to blog about work issues. We'll hear from in-house counsel and outside litigators about social media pitfalls and protective measures. Join us for an entertaining and informative discussion.
Learn How to Mitigate Corporate Risk Through an Effective Compliance Program (May 3, 2012) Presented by Keith M. Korenchuk and Richard E. Balz of Arnold & Porter LLP and an in-house panelist. Moderated by Sam Flax, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary, American Capital, Ltd. In today's regulated environment, organizations need to be proactive in anticipating and addressing corporate risk and building an effective framework to control the associated liabilities. Corporate counsel are being increasingly called upon to take an active role in compliance activities including proactive compliance assessment, building an effective framework to address corporate compliance risks and training and educating members of their organizations once a compliance framework is in place. Please join compliance experts as they guide you through the nuts and bolts of how to assess the compliance risks inherent in your business in order to establish an organized and systematic way of determining how to deploy resources to cover those risks. Learn how Federal Sentencing Guidelines will affect your program and who in your organization should and should NOT be involved. Learn about interactive approaches to training as well as effective communication and reporting. Learn how to respond to offenses and measure improvement.
Private Company Financing (April 26, 2012) Presented by Louis A. Bevilacqua of Pillsbury Winthrop Shaw Pittman LLP; Chris Ryan, Deputy General Counse, K12 Inc.; and Dan Berger, Executive Vice President Strategy, Acquisitions & General Counsel, XL Marketing Corp. Moderated by Brett Coffee, General Counsel, Computer Systems Center Incorporated (CSCI). While the financial world is currently focusing on the IPO pipeline and the economy starts to thaw out, private companies need to raise capital to take advantage of improving business conditions. And you may have some experience in a previous capital raise, but let's face itthe markets haven't been exactly active lately. This program will provide corporate counsel with an understanding of the current fundraising environment for private companies, including techniques for raising venture rounds, 'hot' issues in negotiating private equity investments or strategic investments, things to watch out for to ensure bank financing gets closed and pending legislation that may affect investments in private companies or give you new financing alternatives.
E Discovery and Predictive Coding (April 24, 2012) Are computers really able to do the work of document review attorneys? Or is it just hype? You will learn how in-house counsel can save costs and get better document review results by leveraging "technology assisted review" in the right process and with the right experts. You will also hear what the courts are saying about the technology.
Here Come The New generic Top Level Domains (gTLDs) (April 24, 2012) Presented by Daniel H. Marti of Kilpatrick Townsend & Stockton LLP and Elisabeth Escobar, Vice President & Senior Counsel, Intellectual Property, Marriott International, Inc. The three month new gTLD application window opened on January 12, and brand owners everywhere are now waiting for "Reveal Day" on May 1, the day ICANN will publicly post all gTLD character strings that have been applied for, and who applied for each. This event triggers objection opportunities, and the program will explain what brand owners need to know in order to protect their brands. The program will analyze the new rights protection mechanisms (RPMs) that apply to the new gTLDs, covering the Pre-Delegation Dispute Resolutions procedures with an emphasis on Legal Rights objections, as well an overview of the Post-Delegation Dispute Resolution Procedures, including the Uniform Rapid Suspension System (URS), the Trademark Clearinghouse and the Trademark Claims notice.
How to Find and Use an Expert Without Breaking the Bank (April 19, 2012) Presented by Alan E. Kraus and Christopher R. Harris of Latham & Watkins LLP and an in-house panelist. Expert witnesses are necessary in litigation, but how do you know that you have chosen the right one? How will you control the costs? Join us to learn best practices for using experts before and during litigation. We will discuss how to select and use expert witnesses in a cost-effective manner at various stages of a litigation; how to find an expert (beyond just asking the Big 4 to find someone); and key issues in an engagement letter including pricing and invoices. We will also provide strategies for the expert report, and for taking and defending expert depositions. Other topics will include when using an expert early can bring about early resolution, use of experts for internal early case assessment, and when to stop expert work.
Crafting Effective, but Compliant Communications During an Election Year (April 18, 2012) Presented by Douglas N. Varley, Caplin & Drysdale, Abby Levine, Alliance for Justice, and Debbie Fine, Senior Vice President and General Counsel, Center for American Progress. This panel of experts will discuss the current federal tax rules governing election-year communications by non-profit organizations. We will pay particular attention to the application of IRS guidance (e.g., Revenue Ruling 2007-41) to public statements by nonprofits using modern social media (e.g., the blogosphere, Twitter). Whether you represent a section 501(c)(3) charity, a section 501(c)(4) social welfare organization, a section 501(c)(6) trade association, a section 527 organization, a superPAC , or some combination of the foregoing, you will learn something from this discussion.
Avoiding Corruption in Emerging Markets (April 17, 2012) Presented by PricewaterhouseCoopers Anti-Corruption and Corporate Intelligence Leaders and an in-house panelist. Your company has overseas opportunities in Brazil, Mexico, China, Russia, the UAE and India - among other countries. The potential is enormous; so are the risks - particularly with the broad standards of the UK Bribery Act (which has broad jurisdiction and may actually apply to your operations) and the increased enforcement of not only the FCPA but anti-corruption laws around the globe. Appropriate due diligence is vital to mitigating the risk of corruption in emerging markets, but how to do it? How extensive does it have to be? Do you need to perform due diligence on your vendors? Acquisition Targets? Your clients? And what is actually involved in conducting due diligence in these locations? This program will explore the requirements for adequate due diligence; the documentation regulators expect you to maintain on your due diligence; as well as the practical solutions for assuring that you really do know your business partners, agents, vendors and clients
Advanced ITAR (April 4, 2012) Presented by Thomas B. McVey of Williams Mullen and an in-house panelist. This program is a follow-up to our program last July on ITAR and will offer a deeper dive into this complex area. We will focus on the following issues: how does my company handle ITAR issues when selling to NATO and other international organizations? How has the universe of "defense services" changed, and how far can my overseas brokers go? Will my company's move to cloud computing leave me vulnerable to ITAR issues? How does the ITAR govern my clients' use of phones and other handheld devices, and how can I handle that? What do I need to watch out for in my supply chain? The program will also provide guidance on best practices in ITAR compliance programs.
Arbitration – Facts and Fiction for a Global Marketplace (March 20, 2012) Presented by Dan Gonzalez and Jonathan Stoel of Hogan Lovells US LLP and an in-house panelist. You finally see the light at the end of the tunnel in negotiating your contract and reach the dispute resolution provisions. You believe you want to select arbitration, but when working internationally, you need to consider the implications of your choice. When drafting international agreements, we will provide details on what you need to consider as you draft an arbitration provision. Also, you need to make certain that you have selected the "right" arbitral forum, process and language. Finally, we will discuss what you can do to protect your interests globally and, we will identify global landmines that you need to consider. The program will provide practical drafting and arbitral process suggestions for the in-house counsel when drafting international agreements.
2011 - A Sea Change for Class Actions (March 19, 2012) 2011- A Sea Change for Class Actions Presented by Williams Mullen partners Woody Fowler and Turner Broughton and Frank Telegadas, VP and Senior Counsel of Sun Trust Mortgage. In 2011, the U.S. Supreme Court rendered a number of decisions that have the potential to fundamentally alter the class action landscape. This CLE will focus on those decisions and their potential impact on class action litigation. Issues addressed will include arbitration clauses and class action waivers, heightened Rule 23(a) requirements, as well as the need for a Daubert analysis at the class certification phase of the proceedings. Additionally, the panel will look at the application of the Supreme Court's ruling by lower courts.
Corporations as Criminal Targets (October 18, 2011) Presented by Williams Mullen partners John S. Davis, Patrick R. Hanes and Gray Broughton of the White Collar Defense and Investigations Team and Gregg Nivala, VP and Assistant General Counsel of L-3 Services Group. John Davis recently joined Williams Mullen from the Department of Justice, where he served in a variety of capacities for over 20 years, including Criminal Chief of the Eastern District of Virginia. This program will address the following issues: When does a company become a possible criminal offender in the Government's eyes? What are the elements of corporate criminal liability? What can a business do to minimize the likelihood of being charged with a crime and mitigate any potential punishment? This lively and insightful presentation will include essential information about: the nature of organizational crime; nuts and bolts of government investigations of corporate targets; the role of corporate defense counsel and the attorney-client privilege; the Government's charging decision; cooperation and disclosure of facts; the "responsible corporate officer" doctrine and the imposition of liability without proof of criminal intent; sentencing guidelines for corporations; and compliance plans and other means of reducing penalties
IP Monetization Strategies (March 15, 2012) Presented by J. Donald Fancher and John A. Hudson of Deloitte Financial Advisory Services LLP; William M. Ragland, Jr. of Womble Carlyle Sandridge & Rice, LLP; and an in-house panelist. In the fast-paced world of intellectual property, it can be challenging to keep up with all the players, techniques, and strategies that may unlock the potential economic value of IP assets. This program will provide corporate counsel with a detailed understanding of the IP monetization environment, what industries are participating and what industries might be ripe for future activity. Join us as we discuss the types of IP monetization strategies that leading companies are deploying to help them realize the potential value of their IP and the benefits and drawbacks of implementing such innovating monetization strategies. In addition, we will address the creativity of NPE business models as well as their impact on overall IP strategies and IP-related litigation.
Employment 101 - More Than Alphabet Soup (March 14, 2012) Presented by Stephanie Karn of McGuireWoods LLP with an in-house counsel perspective from Capital One. Employment laws, almost more than any other type of law, have a daily impact on how a company or organization is run. Moreover, today's employees frequently are well-versed in employment laws and their ramifications. The purpose of this webinar is to provide a refresher and/or a basic understanding of both common sense and technical requirements of current federal statutes. Additional topics will include general human resources issues, investigations, personnel decisions, and dealing with third parties, including the EEOC.
“What Happens at the Settlement Table Stays at the Table” and Other Negotiation Myths (February 15, 2012) Presented by Daniel Joseph of Akin Gump Strauss Hauer & Feld LLP; The Honorable Richard A. Levie (Ret.); and an in-house panelist. Your company is heading into an important negotiation, to be conducted by counsel. You want to protect the bottom line of your negotiating position but would like to stop short of reaching it. What about the confidentiality of things said in the negotiating process? Ethically, what may you say in negotiations without falling afoul of rules that require you to be truthful in dealing with others? Can you say "this is my bottom line" when you know it isn't? What limits are there on your use in non-negotiating contexts of statements made by your opponent in negotiations - and what use can your opponent make of your statements? What about the applicability of the work product doctrine to materials prepared to help in developing or pursuing a negotiating position? These are topics where the true substance of the applicable rules and law is less clear than it should be. The program will focus on what the applicable rules say and will provide practical guidance and as much clarity as possible.
Welcome to Square One - The New FAR Personal Conflict of Interest Regulations (February 9, 2012) Panelists include Patrick Gnazzo Principal, Better Business Practices LLC and Robert A. Burton of Venable LLC (and former Deputy Administrator of the Office of Federal Procurement Policy). Hosted by Scott Hommer and Bill Walsh of Venable LLP. Please join us for an in-depth discussion on the new FAR Personal Conflict of Interest (PCI) regulations and the need for industry to benchmark best practices. This program by industry leaders will focus on an overview of the new regulations and the need for greater clarity and development of industry standards.
An In-House Counsel’s Guide to The European Commission’s Proposal for A New Data Protection Regulationl (February 2, 2012) Presented by Jim Halpert (Washington, DC), Cameron Craig (Sheffield) and Patrick Van Eecke (Brussels) of DLA Piper. Moderated by David R. Goldberg, VP & Associate General Counsel, GXS. The European Commission has announced the long-awaited Proposal for a new Data Protection Regulation. The new law, once it becomes effective, should make compliance more achievable by reducing bureaucratic filing requirements and authorizations. However, businesses will have to take additional steps to demonstrate compliance; member state interpretations of the New Data Protection Directive will be harmonized in ways that expand the rights of data subjects significantly; and the possible penalties for non-compliance could become much more severe. Join us for a primer on the implications of the recent Proposal, what it is likely to mean for global businesses, and ways to help shape the proposed regulation during the inter-service consultation.
The Honeymoon is Over – Post-Closing Disputes in M&A Deals (January 26, 2012) Presented by Robert M. Cattaneo of Miles & Stockbridge P.C. and an accountant with extensive mergers and acquisitions experience. Getting to the alter is often tough enough. Then comes the prospect of years of post-closing disputes between the buyer and the seller arising out of balance sheet-related purchase price adjustments, earn-outs and indemnification claims. The program will be a practically oriented panel discussion of a hypothetical transaction focused on commonly encountered issues and will provide extensive sample contract provisions including the good, the bad and the ugly.
Exempt Organizations Year in Review (January 25, 2012) Presented by Marcus S. Owens, Diara M. Holmes, and Michael W. Durham of Caplin & Drysdale. In this program, members of Caplin & Drysdale's Exempt Organizations practice group will review key regulatory developments impacting exempt organizations - including published IRS guidance, legislative developments, and court decisions from 2011. We will also discuss the IRS Exempt Organizations Division's current "Workplan," which highlights IRS focus areas for compliance projects in the coming year.
Whistleblower Defense Update For Corporate Counsel - Managing and Confronting the Enemy Within and Without in the Aftermath of Dodd-Frank (January 11, 2012) In Part I of the program, Mary Pivec, an experienced whistleblower defense practitioner, will explore the evolving role of the U.S. Department of Labor in the investigation and adjudication of SOX whistleblower claims and provide an analysis of the most significant SOX decisions issued by the DOL Administrative Review Board in 2011. In Part II, John Davis, a 20-year veteran of the U.S. Department of Justice who most recently served as Criminal Chief of the U.S. Attorney's Office for the Eastern District of Virginia prior to joining Williams Mullen, will dissect the whistleblower protections found at Section 922 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and explore the impact of the Dodd-Frank Amendments to the False Claims Act. Part III will consist of a round table discussion of best practices for managing the risk of corporate whistleblower liability in light of the expanded exposure.
Are You Ready For Your Upcoming Audit Committee Meetings? (January 4, 2012) Presented by Marilyn Mooney of Fulbright & Jaworski L.L.P. and an accounting professional. This seminar will arm in-house counsel with the tips and the traps in dealing with upcoming audit committee meetings on year-end audited financial statements. Our panel will address how in-house counsel should interface with audit committees, internal audit and outside auditors to avoid surprises and how in-house counsel should manage the last-minute unexpected surprise.
Calculated Risk - Setting the Parameters for Setting Reserves (December 20, 2011) Presented by Peter J. Brennan of Jenner & Block LLP, in-house counsel and financial panelists. When faced with a lawsuit or other legal action, companies must quickly define the scope of a potential loss contingency, including the reasonable accrual of funds and setting appropriate reserves. Successful navigation of these issues requires in-step coordination of in-house counsel with accountants and finance staff. This practical panel discussion will focus on loss contingencies, as well as reporting and disclosure obligations, particularly in the context of FAS 5 of the Financial Accounting Standards Board - from an accounting, finance and in-house counsel point of view. Join us for a hands-on seminar featuring examples from experienced practitioners that will provide a better grasp of setting reserves, settlement offer considerations, loss contingencies, disclosures and financial statements, and potential insurance coverage issues that must be considered when legal action is on the horizon.
What Corporate Counsel Should Know To Avoid Transfer Pricing Pitfalls (December 13, 2011) Presented by Alan Winston Granwell of DLA Piper and Albert S. Conte, Principal, Global Tax Management LLC. In-house practitioners with multinational corporations must increasingly confront the challenge of complying with tax laws around the world. This session will provide an of overview cross border transfer pricing issues, including a description of transfer pricing; pitfalls and opportunities; new business models for companies to conduct business offshore; legislative and administrative developments; and compliance and planning.
Successfully Navigate the Federal Government Bid Protest Process When Protesting or Protecting a Contract Award (December 7, 2011) Presented by Kevin P. Connelly and Joseph J. Dyer of Seyfarth Shaw LLP and Jim Winner, Vice President & General Counsel, ITT Exelis. The intent of the program is to provide corporate counsel with a detailed understanding of the federal government bid protest process, and to discuss the numerous technical and practical issues they should be aware of or which they may need to discuss with their business clients. The bid protest process often appears to be shrouded in a cloak of secrecy under which outside counsel perform with limited corporate oversight as a result of the protective orders issued by the Government Accountability Office (GAO) and the United States Court of Federal Claims (COFC). The presentation will address the most common questions that our clients have asked us over the last 25 years, as well as address effective use of the protest process to accomplish business goals and to better position your company for award, as well as the importance of intervening into a protest if your contract award is being challenged. We will also address tricks of the trade and the key procedural and substantive issues which can make or break a protest.
Best Practices to Preserve Patent Rights (December 1, 2011) Presented by Michael G. Verga of Kilpatrick Townsend & Stockton LLP; Joe Matal, Judiciary Committee Counsel to Senator Kyl; and Sumeet Magoon, Intellectual Property Senior Counsel, Accenture. Moderated by Stephen E. Baskin of Kilpatrick Townsend & Stockton LLP. Invention disclosures and provisional patent applications lay the foundation for the procurement of exclusive patent rights. Our panel will guide you through best practices for preparation and use of these important legal tools, including how to use them in portfolio management to control escalating costs of patent protection, and how to draft them to maximize value. The panel will also explore whether and what changes to these tools are necessitated by the new first to file system and derivation proceedings implemented by the America Invents Act.
When Your Competitors (Or Your Own Marketing Dept!) Cross the Line with New Ads (November 30, 2011) Presented by Lesley Fair, Senior Attorney, Bureau of Consumer Protection, Federal Trade Commission; W. David Hubbard, Vice President & Deputy General Counsel - Advertising, Verizon Communications; and David G. Mallen, Deputy Director for Legal Affairs, National Advertising Division (NAD). Moderated by Roger Furey of Katten Muchin Rosenman LLP. This program will bring together regulators, industry representatives, and counsel to explore a variety of business and legal issues arising in today's expanding media culture. Our panel of experts will help you understand your options when challenging the claims of your competitors; learn the nuts and bolts of the National Advertising Division (NAD) self-regulatory process; hear firsthand from the FTC what gets its attention; spot enforcement trends; and see the value in keeping the lines of communication open with your own marketing department.
Getting Ready for the 2012 Proxy Season (November 29, 2011) Presented by Marc S. Gerber and Regina Olshan of Skadden, Arps, Slate, Meagher & Flom LLP; Amy Cook, Senior Director, Associate General Counsel, Legal & Regulatory, Capital One Financial Corporation; and Gregory Seward, Senior Director, Associate General Counsel, Capital One Financial Corporation. The panel will discuss what public companies should be doing to prepare for their 2012 annual meetings. Topics will include how to navigate the second year of "say-on-pay" votes, attempts to establish proxy access through private ordering and the latest proxy voting guidelines from ISS. We will also cover trends in shareholder proposals and updates on other Dodd-Frank executive compensation reforms.
Project Thrive - Training (November 13, 2011) Owning and running a business is not easy, even if you have a great idea and the willingness to work hard. Womble Carlyle's Project Thrive (www.wcsr.com/projectthrive) helps local Northern Virginia small business owners of limited economic means address the legal challenges involved in setting up a new business (such as forming a corporate entity, negotiating a lease, developing basic contracts and license agreements). The program provides eligible entrepreneurs and business owners with advice, startup documents and other resources, free of charge, to overcome legal roadblocks and get on the path to business success. WMACCA is teaming with Womble Carlyle on this project. This session will provide information about the project and ways you can participate in assisting local small businesses with your advice and experience, as well as training on the issues and questions you will face when you participate.
Legal Strategies for Navigating the Brave New Patent World (November 10, 2011) Presented by Morrison & Foerster LLP. Six years in the making, the Leahy-Smith America Invents Act was approved by the Senate on September 8th and was signed into law by President Obama on September 16th. This landmark legislation brings a number of important changes to U.S. patent law. Join us to learn how The Leahy-Smith America Invents Act will usher in a new era of patent prosecution and litigation.
Document Preservation – How to Avoid Keeping Too Much, Taking Too Long, and Costing Too Much (November 9, 2011) Presented by William W. Belt, Jr. and Daryl E. Shetterly of LeClairRyan; Miriam M. Smolen, Associate General Counsel, Fannie Mae; and Raquel Tamez, Deputy General Counsel - Litigation, CSC - Corporate Legal. Five years after electronic discovery amendments to the federal rules, ESI preservation and litigation holds continue to pose difficult and expensive challenges. With sanctions reports on the rise, corporate America is under greater pressure than ever to get it right. But the safest approach may be disproportionately expensive. Will preservation rules help? Technology has increased the cost of discovery and the volume of ESI potentially subject to litigation holds, but technology can also help solve the problem. This panel will focus on preservation, presenting insights into the evolving preservation duty and solutions that help meet the demand.
Problems in Association Governance 301- Handling the Wayward Director (November 8, 2011) Presented by Robert Skelton, CAE, Chief Administrative Officer, ASAE: The Center for Association Leadership; Mary Jane Saunders, General Counsel, Beer Institute; and David Biderman, General Counsel & Safety Director, National Solid Wastes Mgmt Association (NSWMA) and Waste Equipment Technology Association (WASTEC). Moderated by Jeffrey S. Tenenbaum of Venable LLP. Lawyers for trade and professional associations often confront special challenges when it comes to governance. Their officers and directors may have both corporate and personal interests that can diverge from the interests of the association. How do you best position yourself to handle these conflicts when they arise? Are there proactive measures you can take that can reduce the likelihood of problems or help ensure a successful resolution of them? How should you handle problems if and when they arise? When do you call outside counsel? Although focusing on the special needs of trade and professional associations, counsel for other organizations may benefit from the practical tips given.
Common Mistakes Companies Make in Outsourcing Transactions (and How Counsel Can Help Avoid Them) (November 1, 2011) Presented by D. Craig Wolff of Pillsbury Winthrop Shaw Pittman LLP and in-house counsel. The decision to outsource vital functions of an organization is a critical one with far-reaching ramifications. In order for the process to succeed, companies must be aware of common pitfalls that could threaten the effectiveness and success of an outsourcing project. This program will explore the attributes of effective and ineffective sourcing processes for significant outsourcing transactions, as well as ways in which counsel can help to maximize their effectiveness.
Antitrust Nuts & Bolts – How to Avoid Antitrust Litigation (October 20, 2011) Presented by Ian Simmons and Michael E. Antalics of O'Melvany & Myers LLP and an in-house panelist. Moderated by Jeffrey Kilduff of O'Melvany & Myers LLP. This program will offer practical guidance on how to insulate yourself and your company from charges of antitrust violations. The panel's discussion will address how to prevent antitrust exposure arising from competitor contacts, pricing practices, and non-price restraints such as exclusive dealing and territorial agreements. It will also include topics relating to what language can trigger scrutiny and what sort of documentation can aid in the defense against charges.
Protecting Your Company Against The Evaporating Attorney-Client Privilege (October 19, 2011) Presented by Steven K. Davidson and Michael Campion Miller of Steptoe & Johnson LLP. General Counsel of multi-national companies face a growing likelihood that adversaries will challenge the application of the attorney-client privilege to communications with non-US-based in-house counsel. And for good cause. Many foreign countries recognize no attorney-client privilege for communications with in-house counsel, and US courts are holding that these same communications can be produced in litigation in the US. This body of law has enormous ramifications for multi-national companies facing litigation, arbitration and/or criminal and regulatory investigations in the United States and abroad. This program will describe the law in the countries that do not attach an attorney-client privilege to in-house counsel communications (using French and EU law as the primary vehicle for this discussion), review decisions in the US that have deemed these communications to be unprotected by the attorney-client privilege in U.S. litigation, and offer observations about whether these decisions represent a trend and/or an underutilized tool in the arsenal of private litigators and public regulators and prosecutors in the US.
Organizational Conflicts of Interest – Surviving the Earthquakes and Aftershocks (October 18, 2011) Presented by Bill Walsh and Scott Hommer of Venable LLP and Ralph White, Managing Associate General Counsel for Procurement Law, GAO. The OCI tectonic plates continue to shift and in-house counsel need to stay alert for the quakes and aftershocks. This program will explain the ever-evolving shifts in OCI law that could impact your company. We will discuss the most recent OCI case law from the GAO and the Court of Federal Claims, including the Federal Circuit's decision in Turner Construction Co., Inc. v. United States and the GAO's decision in QinetiQ. The program will also address significant differences in the treatment of OCI under the FAR rules proposed in April of 2011 and the DFARS rules made final in December of 2010. We will discuss the impact these developments may have on your company's strategy for doing business with the Federal Government, including strategies for resolution or mitigation of potential OCI concerns.
What You Really Need to Know to Comply with Encyption Rules (October 5, 2011) Presented by Franceska Schroeder of Fish & Richardson P.C. and Kent Bossart, Export and Encryption Controls Consultant and former Senior Advisor for Trade Compliance at Intelsat Corporation. Encryption containing software and other technology has become almost ubiquitous within all types of businesses. Even if your company does not sell software, your IT department may be using controlled software as part of your business processes and you may not even know it. The presenters will highlight the types of technology covered by trade regulations and explain export and deemed export rules affecting items with encryption functionality. Learn how the Obama Administration's export control reform initiative has affected encryption controls. Are licenses still required? If so, when? What does company registration mean? Can you self-classify your encryption products? What are the annual reporting requirements? What kind of additional encryption reforms is the Administration considering and how may they affect your company?
The New D.C. Non-Profit Corporation Act – What you Don’t know Might Hurt You (September 20, 2011) Presented by Richard A. Newman of Arent Fox LLP. Effective January 1, 2012, non-profit corporations in the District of Columbia are subject to an entirely new governing statute. The new law allows for a much more active role for the Attorney General of the district (soon to be an elected position) in certain circumstances, allows for several new organizational approaches, validated electronic communication and voting, and mandates various actions by non-profit governance. Whether you are a Board member, Officer, or Counsel to non-profits in DC, you will be affected by these changes. Many matters under the new law remain unclear, but this program is intended to give attendees a side-by-side comparison of the old and new statutes, to discuss certain key changes that may have particular consequences, and to provide a forum for discussion.
Strategies for Political Law Compliance (September 15, 2011) Presented by Larry Norton and Jim Kahl of Womble Carlyle Sandridge & Rice, PLLC; and Margaret Cassidy, Government Ethics & Compliance Director, PricewaterhouseCoopers LLP. When engaging with public officials or candidates for public office, it is essential to understand and comply with the complex array of applicable federal, state and local rules that can put your organization at risk. Understanding these risks is critical to politically active organizations or to organizations working with government clients. The laws in this area are rapidly evolving and have the potential to impact your organization in a number of ways. Our panel of experts will outline steps your organization can take now to minimize the risks presented by political activity.
When You Never Can Say Goodbye To Former Employees (September 14, 2011) Presented by Larry E. Tanenbaum of Akin Gump Strauss Hauer & Feld LLP and an in-house panelist. Your company has just been sued in an eight figure lawsuit challenging the legality of certain key business practices. There are three individuals who are key to your ability to defend against these charges - an Executive VP, a District Manager and a Sales Associate. Unfortunately, each of these individuals is no longer with your firm. What do you do? Can you contact them and have privileged conversations? Will they cooperate with you? If they do cooperate, must you pay them? Should you provide them with separate counsel? If you do, who pays for the lawyer? Can your adversary contact them? This program will explore these, and other issues arising when litigation implicates former employees. The program will focus not only on what you should do once the lawsuit is filed, but also on what you can do before hand, e.g,. in employment and severance agreements, to promote cooperation with departed employees and to safeguard your company's confidential and proprietary information. These subjects are extremely topical, given the frequency with which key executives now rotate among corporations. The subjects are also a critical part of corporate counsel's practice as we almost always are asked to be the key liaison between the former employee and the company and outside counsel.
Mandatory Disclosure – A Year And a Half Later Navigating Through The Thicket of Thorny Issues (September 8, 2011) Presented by Stewart B. Nibley of Dickstein Shapiro LLP and a member of the ABA Public Contract Law Section's Task Force on Mandatory Disclosure that produced a comprehensive Best Practices Manual. This program will examine how practitioners are attempting to work through the more difficult issues that are presented by the Government's Mandatory Disclosure program, imposed on all federal prime contractors, subcontractors and consultants through FAR Part 3.10 and the clause at 52.203-13 (Contractor Code of Business Ethics and Conduct). The discussion will focus on the practical and legal issues lawyers and compliance personnel must resolve in pursuing a matter that might be subject to the mandatory disclosure requirements, including (a) deciding what constitutes "credible evidence" that a matter must be disclosed, (b) the tension between a timely disclosure and determining if credible evidence exists, (c) handling employees, (d) the interface between agency Inspector General's personnel, Government investigators, Department of Justice and Assistant U.S. Attorneys, and other Government personnel, (e) containing distribution of information, (f) determining when and how much, if anything, to offer in restitution, and dealing with Government auditors, and ( g) practitioner experience with these and other issues.
Protecting Intellectual Property -- Featuring David Kappos (September 7, 2011) Featured Speaker: David Kappos, Under Secretary of Commerce for Intellectual Property and Director of the United States Patent and Trademark Office. Panelists include: Todd Kahn, Senior Vice President, General Counsel and Secretary, Coach, Inc.; Seth Krauss, Executive Vice President and General Counsel of Take-Two Interactive Software, Inc.; Dave Tognotti, General Manager, Vice President of Operations, and General Counsel, Monster Cable Products, Inc.; and Michael C. Wu, General Counsel and Corporate Secretary, Rosetta Stone Inc. The panel will be moderated by Morrison & Foerster LLP.
In light of the recent economic downturn, investing in our nation's innovation infrastructure is a top concern for the U.S. Patent and Trademark Office, and will be key to rebuilding the economy and remaining competitive as a country. Under Secretary Kappos will highlight the importance of the patent and trademark system to protecting intellectual property and building a path for the next generation of jobs, tools and innovation. Under Secretary Kappos will address the Obama Administration's focus on building a more robust patent office, and how conquering barriers to growth will ensure that American businesses are able to thrive.
Following Under Secretary Kappos' speech, a panel of esteemed general counsels will discuss IP enforcement and brand protection. While most people use the Internet to shop, communicate with friends, and search for ideas, others take advantage of it to copy intellectual property and then target innocent consumers. Internet counterfeiters create and sell counterfeit and knock-off versions of products, such as software and designer accessories; these counterfeit goods can harm the consumer and the intellectual property rights owner in many ways. The panel will discuss methods to combat online counterfeiting and how to protect intellectual property rights.
Consumer Law Training For Pro Bono Clinic (September 1, 2011) With the easing of the Virginia State Bar's restrictions on pro bonoby in-house counsel, WMACCA is making a push to increase the opportunities for members to perform pro bonoservices. In the coming months, we will partner with Legal Services of Northern Virginia (LSNV) to present a series of pro bono clinics for LSNV clients. Our goal is to build a WMACCA pro bono program that will open up a variety of ways for members to provide these services and participate as often as they like and their schedules permit. So let's get started....
ITAR For Government Contractors Who (Mistakenly) Believe It Does Not Apply to Them (July 27, 2011) Presented by Thomas B. McVey of Williams Mullen and Robert M. Cozzie, Associate General Counsel, Mission Essential Personnel, LLC. Do your products and services, such as technical services, information technology, military training, or DoD-funded R&D leave the country? Are they exported to allies? Do foreign nationals in the U.S. have access to them? If so, have you complied with federal export regulations such as ITAR, EAR, and OFAC? Government contractors who fail to comply are increasingly becoming subject to civil and criminal enforcement actions by the Government. While the world of export controls may be complicated, it isn't restricted to large multi-national firms. Our program is designed to provide corporate counsel a clear and concise overview of export controls so they can identify and mitigate risks, which they thought didn't apply to them.
Litigating On the Edge – Handling Disputes With Distressed Companies (July 26, 2011) Presented by Kevin C. Maclay of Caplin & Drysdale, Chartered, and an in-house panelist. How do you pursue a claim against a company teetering on the edge of bankruptcy? When should you cut your losses? What should you do when you are sued by a company in financial difficulty? How does an opponent's bankruptcy filing affect you? This program is designed to give in-house counsel a roadmap of potential opportunities and pitfalls when dealing with distressed companies.
Facing a Fraud Investigation – What to do When the Feds Come Knocking at Your Door (June 23, 2011) Presented by Richard Clifford, David Taylor, and Suzette Derrevere of Perkins Coie, LLP. Moderated by Andrew Shipley, Corporate Director and Assistant General Counsel (Litigation), Northrop Grumman Corporation. Any company dealing with a government fraud investigation must carefully respond to a litany of issues without losing sight of the big picture, whether the government issues subpoenas, executes warrants, or initiates a congressional inquiry. This effort can become significantly more complicated when a whistleblower is, or may be, waiting in the wings. Our panel will address how companies can manage a government investigation without compromising its defense against a whistleblower lawsuit and vice versa. From internal investigations, to negotiations with the government, to public statements and litigation positions, we will discuss best practices to minimize your risks.
International Privacy (June 15, 2011) Presented by Jim Halpert and Cameron Craig of DLA Piper LLP. With globalization, increased outsourcing and the continued growth of the information economy, in-house practitioners are increasingly confronted with the challenge of complying with conflicting privacy laws around the world. These requirements are becoming even more complicated as new countries, most recently India, adopt widely varying privacy laws. This session will provide solutions to these increasingly complicated challenges, including: understanding the benefits and risks of using the US-EU safe harbor, the 2010 EU model contracts for subprocessor arrangements, binding corporate rules and intercompany agreements to be able to transfer personal information; how to address the concerns of Canadian companies and authorities regarding moving personal information from Canada to the U.S.; and understanding India's game-changing new privacy regulations that will significantly affect outsourcing arrangements in India.
Best Practices for Litigating Before the Armed Services Board of Contract Appeals (ASBCA) (June 14, 2011) Presented by Judge Reba Page and Tony Hicks, Office of General Counsel, Department of Navy. Moderated by Bill Walsh of Venable LLP. The ASBCA's primary function is to hear and decide post-award contract disputes between government contractors and the Department of Defense; the Nation Aeronautics and Space Administration; the Central Intelligence Agency, as appropriate; and other entities with whom the ASBCA has entered into agreements to provide services. Join us for an in-depth discussion to understand the rules governing the ASBCA and best practices for dealing with contract disputes. The program is designed to discuss practice techniques and procedures before the board and its emphasis in seeking resolution of disputes by use of mediation techniques.
Why “Thank You” Is OK, And “Please Patronize Our Sponsors” Is Not (June 7, 2011) Presented by Michael Durham of Caplin & Drysdale and Rhonda Lees, Vice President, Legal Affairs, American Diabetes Association. This panel will explore some of the ways that charities receive and acknowledge corporate contributions, and the key legal issues presented by charities' interactions with their corporate sponsors. We will explore, among other topics, the tax law private benefit doctrine, requirements for "qualified sponsorship arrangements," sponsored research, commercial co-venturers, potential conflicts of interest and governance implications, and Form 990 reporting and disclosure obligations. We will also discuss the current regulatory backdrop - including reactions to Senator Grassley's highly-publicized inquiry letter to 33 disease and medical advocacy nonprofit organizations regarding their financial ties to the pharmaceutical, medical device and insurance industries. Panelists will walk through some practical "issue-spotting" hypotheticals.
The SEC Whistleblower Rules In A Nutshell (June 6, 2011) Presented by Erich T. Schwartz of Skadden, Arps, Slate, Meagher & Flom LLP. Hear from an experienced SEC practitioner about the final rules adopted by the SEC to govern the whistleblower award program created by Dodd Frank. The webcast will include an overview of the statutory program, the rulemaking (including what was accomplished in the comment process and what was not), and what companies, their counsel and compliance personnel should consider doing in response.
Hot Topics in M&A (June 1, 2011) Presented by Marc Gerber, Ed Micheletti and Chris Ulery of Skadden, Arps, Slate, Meagher & Flom LLP. With M&A activity increasing, it is important to be ready on both the buy and sell sides. Our panelists will discuss the most recent and significant developments affecting the practice of M&A, including: developments affecting the use of rights plans with practical tips from the Delaware Chancery Court's decision in Air Products v. Airgas; the impact of banker misconduct on the discharge of a target board's fiduciary duties arising under the Delaware Chancery Court's decision in the recent Del Monte Foods shareholder litigation.
Social Media for Non-profits - Leveraging the Opportunities and Avoiding the Legal Pitfalls (May 26, 2011) Presented by James G. Gatto of Pillsbury Winthrop Shaw Pittman LLP and an in-house panelist. Many non-profits are using social media to create awareness of their cause, raise funds, develop closer connections with existing constituents and engage with new ones. Please join us for a multi-dimensional look at the challenges and opportunities that exist in this constantly changing space and what your nonprofit should be aware of right now and in the days ahead. We will explore examples of how nonprofits are using social media today, including a focus on virtual goods and currencies, gamification and the associated legal issues.
When The Government Investigates Are You Insured? (May 25, 2011) Presented by Selena J. Linde of Dickstein Shapiro LLP and an in-house panelist. Government Investigations can be very expensive and unfortunately many sophisticated companies do not realize that the associated defense costs may be covered under the company's insurance policies. This program will address how a company can maximize insurance recovery when the government knocks on its door. The speakers will walk through how to present an investigation claim for coverage, tips for maximizing your defense cost coverage and avoiding carrier traps, and an overview of the typical exclusions and how policyholders can avoid coverage denials.
Latest Developments In Government Data Rights - The Swinging Pendulum (May 18, 2011) Presented by Richard M. Gray, DoD Associate General Counsel; Douglas T. Gneiser, Senior Counsel, Raytheon Space & Airborne Systems; and David Metzger and Kristen Reimenschnieder of Arnold & Porter LLP. This program will address the recent congressional mandate to the Department of Defense (DoD) to re-write its data rights clauses. The panel will highlight the tension between the government's interest in rights to technical data paid for with taxpayer funds and contractors' desires to protect data it contributes to a project. The program will feature presentations and discussions regarding DOD's recently proposed changes to its technical data and computer software rights regulations and contract clauses in DFARS Part 227; characterization of IR&D and B&P funding for purposes of data rights treatment in light of Section 824 of the FY 2011 NDAA; a recent DoD interim rule providing support contractors access to technical data, and other agency moves to make more technical data and computer software developed in contract performance available for competition and other government purposes.
M&A Accounting - Impact of the New Standards (May 17, 2011) Presented by Thomas W. White and Stephanie C. Evans of Wilmer Cutler Pickering Hale and Dorr LLP and David J. Piper of Deloitte Financial Advisory Services LLP. It's been two years since new accounting standards for business combinations took effect, significantly changing how companies report deals in their financials. Now that M&A activity is picking up again, we will revisit these standards and discuss how in practice they have affected transaction structures, economics and deal points.
Identifying and Conquering the Perils of Taking Information Technology Global (May 3, 2011) Presented by Stewart A. Baker and Michael Vatis of Steptoe & Johnson LLP and Craig Silliman, Senior Vice President, Legal and External Affairs, Verizon Telecom and Business. Businesses that operate internationally must have secure technology. They must also comply with local law. More and more, though, businesses can't do both, at least not easily. This program will focus on how you can protect your information and technology in particularly challenging countries. The program will cover international conflicts over encryption, wiretaps, data protection, human rights, jurisdiction and more, and will provide you with legal and practical solutions to mitigate risk.
Ethics Is Like Art - It's a Question of Where You Draw the Line (April 27, 2011) Presented by John S. Pachter and D. Joe Smith of Smith Pachter McWhorter PLC and Ann D. Davidson, Vice President, Corporate Responsibility, ITT Corporation. This program will explore how recent developments have redefined the concept of "present responsibility" for government contractors. As a result of mandatory corporate ethics and compliance programs, mandatory disclosure and expanded DCAA oversight, companies can expect less leeway when things go wrong if they do not already meet a high standard of compliance. It is important to act now because it may be too late to introduce or upgrade ethics and compliance programs on receipt of notice that the company has been suspended, debarred or proposed for debarment. The discussion will also explain how a robust ethics and compliance program can enhance business operations and help deliver value to customers and shareholders.
Responding to Electronic Discovery in 2011 - Ten Common Mistakes for In-House Counsel To Avoid (April 13, 2011) Presented by David J. Kessler of Fulbright & Jaworski L.L.P and Douglas Herman, Managing Director, UHY Advisors FLVS, Inc. The challenges posed by the need to preserve and produce electronically stored records in response to an electronic discovery ("eDiscovery") request cannot be underestimated. In today's legal environment, companies may be held accountable for delays in failing to produce documents in the allotted timeframes and their counsel may be sanctioned. What steps has your company taken to ensure that digital evidence and electronically stored information can be located and produced in the event of an eDiscovery request? This panel will provide guidance on common mistakes to watch-out for as well as how to mitigate risk with a focus on small businesses and non-profits. They will also discuss current case law involving eDiscovery that in-house counsel and small legal departments need to be up to date on.
A Practical Guide to SEC Comment Letters (April 7, 2011) Presented by Ernest M. Stern and Scot P. O'Brien Akerman Senterfitt LLP; Karen J. Garnett, Associate Director, Division of Corporation Finance, SEC; Brian Bhandari, Acting Branch Chief, Division of Corporation Finance, SEC; and Stephen R. Walker, General Counsel, Secretary & Director of Board Advisory Services, National Association of Corporate Directors. You've received a comment letter from the SEC. Now what do you do? Join our seasoned panel and learn the ins and outs of the SEC comment letter process, including: how and why SEC comment letters are issued; the role of in-house counsel when responding to comment letters; how to prepare a response letter; best practices for avoiding delays with multiple comment letters; and the involvement of directors in working with in-house counsel and management in responding to comment letters. Don't miss this practical program that will demystify the SEC comment letter process.
Common Interest Agreements - Dangerous Liaisons? (April 5, 2011) Presented by Barbara Wahl, Janine Carlan and Savalle Sims of Arent Fox LLP and an in-house panelist. Common interest relationships are becoming more commonplace in multi-party litigation, both for defendants and plaintiffs, in many different types of cases, including in the areas of patent, trademark, commercial litigation and even civil rights. While common interest groups can be attractive and useful, particularly at the beginning of litigation, they have their dark side as well, as the legal strategies of the allied parties evolve and perhaps change course and alliances shift. What happens when these relationships strain and break apart? How do the courts treat the confidences of the former allies? May a party find its confidential information and work product subject to production? Are some jurisdictions more common interest friendly than others? What are the factors to weigh when considering a common interest arrangement? We will explore the advantages of these arrangements and how to prevent the minefields they can create.