Akerman LLP, a top 100 U.S. law firm serving clients across the Americas, announced the continued expansion of its second largest office, with the addition of New York partners John Campo and Sanford Davis. Campo joins Akerman from Troutman Sanders, bringing experience in complex bankruptcy and business restructuring within the real estate and financial services sectors. Davis joins from Withers Bergman LLP, bringing transactional tax experience.

“New York is a vital and dynamic market for Akerman and our clients,” said Steven Polivy, Akerman’s New York office managing partner and chair of the Economic Development & Incentives Practice. “We are pleased to continue to attract highly skilled professionals who enhance our core strengths across a diverse range of client sectors.”

In a release, the firm described the new partners:

John Campo
Campo is a partner in the Bankruptcy & Reorganization Practice Group. He represents debtors, trustees, creditors, equity holders, and asset purchasers in Chapter 11 and large, complex Chapter 7 cases, as well as out-of-court workouts. He has been involved in many large, complex bankruptcy proceedings and has served as an operating Chapter 11 trustee in cases in both the Southern and Eastern Districts of New York. Notably he served as the Chapter 11 trustee in Maywood Capital Corp., a multi-debtor proceeding involving a $200 million real estate Ponzi scheme. Campo also has served as the lead lawyer in numerous reported circuit court, district court, and Bankruptcy Court decisions. His cases have been featured in The New York Times, The Wall Street Journal and The American Lawyer. He also has appeared on CNBC’s “American Greed.”

Sanford Davis
Davis is a partner in the Tax Practice Group. He advises privately held and publicly traded companies, high net worth investors, and investment funds on a broad range of U.S. and international tax matters. His practice is both transactional and advisory, focusing on corporate, M&A, partnership, finance, joint venture and international taxation. He has extensive M&A experience on the buy and sell side, assisting private equity and portfolio companies, strategic players and closely-held businesses to achieve tax efficiencies, benefits and value-add. Davis’ cross-border experience is both in-bound and outbound, addressing corporate reorganization, Foreign Investment in Real Property Tax Act (FIRPTA), tax nexus, sourcing, withholding, effective rate minimization and deferral, controlled foreign corporations (CFC) and passive foreign investment companies (PFIC), transfer pricing, foreign tax credit and treaty issues. In addition, he has represented clients in federal and state tax controversy matters, and obtained a landmark corporate tax victory at the federal appellate level Falconwood Corp. v. U.S., precluding application of the step-transaction doctrine in a multi-step, single day reorganization in the consolidated return context.

Campo and Davis join one of the fastest-growing law firms in New York. Lateral Link revealed Akerman had the third most lateral gains in the market over the last year, expanding the New York office to more than 100 lawyers and business professionals. Recent additions include the firm’s first OnRamp fellow and a former leader of the American Civil Liberties Union Sara Mandelbaum; litigation partner Joshua Bernstein from Pryor Cashman; real estate transactional partner Thomas Diorio from Nixon Peabody; healthcare transactional partners Martin Monaco and William Weiner from Duane Morris, and tax partner Ira Stechel from Wormser, Kiely Galef & Jacobs LLP, among others.

In a dispute that touches on the intersection of copyright, contract law and cloud technology, the Second Circuit affirmed the dismissal of copyright claims against Barnes & Noble related to ebook samples stored on a user’s B&N-provided cloud-based locker, writes Jeffrey Neuburger in Proskauer Rose LLP’s New Media and Technology Law Blog.

“Notably, the Second Circuit dismissed the case on contractual grounds, declining the opportunity to opine on two important modern copyright doctrines that are often implicated when users store copyrighted content on the cloud,” he explains.

Neuburger discusses the case, concluding with, “[T]he dispute underscores the importance for copyright holders to understand the scope of any content distribution license involving cloud storage by users, particularly when broad language is used with respect to the rights of the licensee.”

Read the Proskauer article.

Practical Law and Epstein Becker Green attorneys will present a free, 75-minute webinar providing insights into recent developments and expected trends in the evolving legal landscape of trade secrets and non-competition agreements on Wednesday, Nov. 30, 2016, at 1 p.m. EST. This webinar will focus on how to navigate this developing area and effectively protect client relationships and proprietary information.

Epstein Becker lawyers Peter A. Steinmeyer, Robert D. Goldstein and Anthony J. Laura will be presenters.m The moderator will be Barbara J. Harris, Senior Legal Editor, Practical Law Labor & Employment.

Topics will include:

• The Defend Trade Secrets (DTSA), including the new federal remedies available to employers and the steps they need to take to fully benefit from them.
• Newly passed state statutes addressing restrictive covenants, including who can enter into them, industry restrictions, and temporal restrictions.
• Recent decisions regarding what constitutes adequate consideration for a non-compete.
• Interesting developments determining choice of law issues, including a new California statute restricting choice of law provisions.
• Administrative agency developments, including agency enforcement actions cracking down on non-competes.

A short Q&A session will follow.

Register for the webinar.

The iControl ESI Team will celebrate eDiscovery Day Thursday, Dec. 1, in downtown Dallas.

The free event will include lunchtime education, and after-hours socializing.

Dec. 1 was chosen as eDiscovery day because it is the anniversary of the day the Federal Rules were first amended to include provisions for eDiscovery.

The event will begin with hours of educational programming covering a  range of current eDiscovery topics, the company said in a release. The education portion will be held at 1717 McKinney, Dallas, Texas 75202 from 11 a.m. to 2 p.m. Signs will be posted in the lobby displaying directions to the education room.

Experts will include Mark Walker, Robin Athlyn Thompson CEDS IGP CIP IG, and Susan Ippoliti Kavanagh, RP, CeDP, CLSP.

Topics will be:

•TAR: A Look Inside the Black Box (Mark Walker)

•Proactive eDiscovery: The Role of RIM/IG in eDiscovery (Robin Athlyn Thompson)

•Career Advancements: The Non-Lawyer Roles in eDiscovery (Susan Kavanagh)

Lunch will be provided, and there’s no charge to attend.

iControl ESI has applied for three hours of CLE with the State Bar of Texas, including ethics credit. Certificates of attendance will also be given for other certification maintenance reporting.

Space is limited to the first 50 RSVPs.

The day will conclude with a social hour at the Idle Rich Pub, 2614 McKinney Ave, Dallas, TX 75204. Hors d’oeuvres will be provided, and there will be a cash bar from 6 p.m. to 9 p.m.

RSVP to edu@icontrolesi.com.

Neal, Gerber & Eisenberg LLP expanded its intellectual property practice with the addition of Olivia Luk Bedi as partner. Bedi is a trial lawyer with experience in intellectual property litigation, having represented both individuals and corporations in high-stakes cases in federal and state courts.

Bedi earned a B.S. in chemistry from the Georgia Institute of Technology in 2000 and her J.D. from the American University Washington College of Law in 2005.

“We’re thrilled to have Olivia on our team,” said Michael G. Kelber, co-chair of the firm’s Intellectual Property & Technology Transactions practice group. “She brings tremendous value to the group and will help us further expand the patent services we are able to offer our clients.”

“Olivia’s addition continues our focus to add top-flight talent,” added Managing Partner Scott J. Fisher. “Her jury-trial experience and deep connections within the community fit perfectly with our focus on seeking exceptional talent, and building an inclusive and collaborative culture.”

Bedi joins Neal Gerber Eisenberg from the boutique intellectual property firm Niro Law, where she was a shareholder. Prior to beginning her legal practice, she spent five years as a patent examiner for the United States Patent and Trademark Office in the area of semiconductor manufacturing.

She has been recognized by Law Bulletin Publishing Company as one of the “40 under Forty Top Lawyers in Illinois,” and has been included in Managing Intellectual Property magazine’s Top 250 Women IP Attorneys list.

Bedi is active in the community, serving as Executive Director of the Richard Linn American Inn of Court in Chicago, which she co-founded, as well as serving on leadership committees for the Economic Club of Chicago and Women’s Bar Association of Illinois. She co-founded LIPS (Ladies in IP Society) to promote mentoring and networking among female members of the IP bar in Chicago. She also serves on the board of directors of the Chicago Founders Council for the American Writers Museum and the Chicago Inventors Organization.

Buchalter Nemer announced that it has added Masahisa (“Masa”) Mitsunaga to the firm’s Los Angeles office, where he is a member of the Corporate, Intellectual Property and Japan practice groups. Mitsunaga joined from Liner LLP.

“Masa is a welcome addition to our Los Angeles office as we seek to bolster our corporate and IP offerings and grow our Japan Practice Group,” said Sabina Helton, shareholder and chair of the Japan Practice Group. “Masa strengthens our already highly-respected reputation in the Japanese markets.”

“Masa’s previous transaction experience is impressive – including involvement in the $660 million purchase of Miramax Films from Disney and related financing – and I look forward to seeing him continue that type of high-profile work at Buchalter,” adds Adam J. Bass, president and chief executive officer of Buchalter.

In a release, the firm said Mitsunaga has a deep understanding of the business and legal practices in the Hollywood and entertainment industries as he regularly represents broadcast, film production and distribution, talent management and toy and game companies on M&A matters, debt and equity finance transactions, and intellectual property matters. Mitsunaga also advises Japanese companies on legal considerations when entering or expanding in the U.S. market.

“The Asian entertainment industry is rapidly expanding into the U.S. and other markets, and with this expansion comes the ever-increasing need for executives to fully understand the intellectual property and media-related transaction legal landscape,” said Mitsunaga. “I’m thrilled at the opportunity to continue to advise my clients on these matters at Buchalter, a firm that promotes collaboration from top to bottom.”

Mitsunaga earned his LL.M. at University of Southern California Law School and his LL.B. from Keio University in Tokyo, Japan.

Lex Machina, a LexisNexis company,  announced the latest expansion of its Legal Analytics® platform into antitrust law, following its recent expansion into securities law in July.

In a release, the company said the move is part of the company’s ongoing plan to expand its Legal Analytics platform beyond intellectual property law to cover every federal practice area, including commercial, product liability, employment, commercial bankruptcy and more.

The release continues:

With the expansion, antitrust litigators will be able to use Legal Analytics to make data-driven decisions based on detailed information from more than 7,800 antitrust cases active since 2009 which have thus far resulted in more than $20 billion in damages awarded. The platform gives attorneys a competitive advantage in antitrust litigation by providing strategic insights about trends in antitrust case timing, resolutions, findings, damages and remedies, as well as actionable intelligence on opposing counsel, law firms, parties, judges, venues, and more. These capabilities also extend to Multidistrict Litigation (MDL) – complex cases that could potentially have hundreds of plaintiffs across dozens of jurisdictions.

“In antitrust litigation, where potentially billions of dollars and companies’ entire futures could be at stake, Legal Analytics for Antitrust helps law firms, in-house counsel and government attorneys develop winning case strategies and data-driven arguments based on the outcomes of thousands of prior cases,” said Josh Becker, CEO of Lex Machina. “The power of Legal Analytics truly becomes apparent in multidistrict litigation where untangling some of the more complex cases could encumber attorneys for months, instead of finding the desired insights in minutes.”

As part of the product development process, Lex Machina interviewed antitrust litigators from top law firms, major corporations and government agencies to better understand their particular antitrust needs. The product team incorporated their feedback directly into the new offering. Some of the new features include:
• Expanded case coverage: Attorneys can now analyze federal cases brought under the Sherman Act, Clayton Act, Robinson-Patman Act, or Federal Trade Commission Act.
• New data source and case linking: Existing Lex Machina case data is integrated with data from the Judicial Panel on Multidistrict Litigation to provide accurate MDL case counts. The platform also links procedurally connected cases to let attorneys analyze them in the right context.
• Antitrust findings analytics: New tags have been added for Class Actions, DOJ/FTC Enforcement cases, Robinson-Patman Act price discrimination cases, and cases where counterclaims were asserted.
• Enhanced case timing analytics: Median days have been added to Dismissal, Class Certification and Summary Judgment Orders — useful for budgeting, resource allocation and legal strategy.

Lex Machina’s Legal Analytics is a “must have” tool for litigators in many of America’s top law firms and corporations. Half of the AmLaw100 law firms use Lex Machina to craft successful litigation strategies, win cases and land new clients. Due to the depth and breadth of antitrust cases, which span every industry, Legal Analytics can help attorneys gain a competitive edge in antitrust litigation.

Prior to launch, Lex Machina mined all of the antitrust cases filed since 2009 and identified a number of important trends and insights, including:
• Judge Marianne Battani of the Eastern District of Michigan has handled the most antitrust cases (393 cases) since 2009 – more than twice as many as the next leading judge.
• The top defendants since 2009 include financial institutions like JPMorgan Chase & Co (270 cases), Goldman Sachs & Co (192 cases), UBS (188 cases), and Deutsche Bank (185 cases); electronics companies like Panasonic (265 cases) and Hitachi (253 cases); and several airlines, including Delta (231 cases), American Airlines (212 cases), Southwest (211 cases), and United Airlines (206 cases).
• Cotchett Pitre & McCarthy is the top law firm representing plaintiffs (255 cases), followed by Miller Canfield (248 cases), and Spector Roseman Kodroff & Willis (236 cases).
• Latham & Watkins (340 cases), Gibson Dunn & Crutcher (334 cases), and Freshfields Bruckhaus Deringer (294 cases) are the top law firms representing defendants.
• The median time to the grant of a permanent injunction is just under a year and a half (507 days).
• Judgments favoring the defense side – especially findings of “no antitrust injury,” “no Sherman Act violation § 1 (restraint of trade), and “no Sherman Act violation § 2 (monopolization) – tend to be issued as a judgment on the pleadings or as a summary judgment.

For more information about Lex Machina’s newest practice area and to get an early look at findings from Lex Machina’s first Antitrust Litigation Report, click here. Register here for Lex Machina’s half-hour launch webcast entitled “Legal Analytics for Antitrust Litigation,” scheduled for November 17th at 11:00 am PST (2:00pm EST).

Ted Cruz
Photo by Jamelle Bouie

President-elect Donald Trump is considering former rival Sen. Ted Cruz for U.S. attorney general, according to reports cited by The Washington Times.

Reporter S.A. Miller writes that Trump met Tuesday with the U.S. Senator from Texas. Cruz’s name has also mentioned as a possible nominee for the U.S. Supreme Court.

“Mr. Cruz did not confirm speculation about a possible job offer when he emerged from the elevator in the lobby of Trump Tower in New York, where Mr. Trump lives and the transition team offices are located,” the newspaper reports.

Read The Washington Times article.

Image by Gage Skidmore

Vice president-elect Mike Pence is the latest Washingtonian found at the cross-hairs of an email controversy that could provide a glimpse into how a Trump administration would respond to issues of government transparency, CBS News reports.

CBS News’ Justice Correspondent Paula Reid explains that an email belonging to the former Indiana governor the core of the privacy debate.

The email is the subject of  a public records lawsuit filed by William Groth, a lawyer, in an effort to reveal the contents of the message, which allegedly shows how a group of 17 states planned to legally dismantle President Obama’s executive orders on immigration.

The Indianapolis Star originally reported on the story.

Read the CBS News article.

Image by Insider Monkey

Senior Morgan Stanley executives, including the firm’s chief legal officer, collectively earned about $10.5 million over the past week by exercising options and selling shares, Reuters is reporting.

Reporter Olivia Oran writes that most of the profits came from an election-fueled rally in bank stocks, according to securities filings.

“The executives made the sales after shares of Morgan Stanley, which traded as low as $22 in the last 12 months, reversed course to become the best performing of the six largest U.S. banks so far this year, closing Monday at $39.35,” she reports.

Chief Legal Officer Eric Grossman exercised options and sold stock on Friday, earning $475,206.

Read the Reuters article.

Spurred by the growing and often contradictory cybersecurity regulatory burden facing companies, Thomson Reuters, Pillsbury and FireEye have formed an industry-first collaboration to help corporations meet new regulations and manage risk related to cybersecurity. In a release, the companies said this alliance affords institutions expertise and resources from a holistic, multi-pronged approach to cybersecurity risk assessment and due diligence that combines legal counsel, technical assessments and legal managed services to help meet a variety of internal, external and regulatory standards.

The release continues:

As targeted attacks become more sophisticated, complex and commonplace, organizations cannot rely on the patchwork of industry standards to use as a base for their cybersecurity or risk management program. Each organization should determine its own risk and address any issues or concerns before a problem arises. However, even a casual review of the news shows that many organizations are not meeting this seemingly minimal obligation with widespread success.

The alliance between Thomson Reuters, Pillsbury and FireEye provides the resources and guidance organizations can rely upon to help manage cyberrisk, especially as additional regulations in this area expand and evolve. Pillsbury, a leading international law firm, will help companies navigate the myriad regulations, standards and guidelines they face as well as provide them with legal counsel related to compliance and risk management. The Thomson Reuters Legal Managed Services team will leverage its experience and efficient processes to review contracts and agreements with third-party suppliers and assist in implementing key changes to such processes or agreements advised by Pillsbury. FireEye, an industry-leading cybersecurity company, will perform the technical risk assessments, advanced testing and response readiness to help each organization’s defense posture match the threats to their specific industry and operations.

“Cyberthreats and the regulations created to counter have grown incredibly complex,” said Brian Finch, partner and co-chairman of Pillsbury’s privacy, data and cybersecurity practice. “With that in mind, it is essential to bring multiple perspectives and skill sets together in order to attack the problem. The recently released cybersecurity regulations from the New York State Department of Financial Services cemented our belief that no one organization can fully assist a company in protecting itself from criminal attack and regulatory obligations. The opportunity to work with industry leaders like FireEye and Thomson Reuters to help companies solve those multiple objectives is a truly exciting one.”

Rich Stegina, vice president of Strategic Partnerships at FireEye, commented, “FireEye provides our clients with a global team of experts that can assess an organization’s cybersecurity situation via a range of pre-breach service offerings specific to the needs and goals of that organization. By strategically partnering with leaders in the legal industry — Pillsbury and Thomson Reuters — we can address the complex cyberthreats that the market and specific organizations are facing.”

Christy Weisner, director of Thomson Reuters Legal Managed Services, noted that a key element to this offering, and any cybersecurity risk assessment program, is the analysis of third-party agreements for gaps and degree of risk. “Our Legal Managed Services group at Thomson Reuters already supports clients across all sectors with ongoing contract lifecycle management and compliance solutions, and this alliance ensures clients receive a comprehensive team to address cyberrisk. Our managed services experts will evaluate each contract that involves client data or information systems and, following Pillsbury’s guidance, assist in renegotiation and redocumentation if needed.”

The Federal Reserve Board, the Federal Deposit Insurance Corporation and the Office of the Comptroller of the Currency are considering applying enhanced standards to address this issue for a sensitive and critical area of the U.S. marketplace. Additionally, the New York State Department of Financial Services recently issued regulations in “Cybersecurity Requirements for Financial Services Companies.” Covered entities must adhere to a wide range of cybersecurity requirements, including the establishment of a cybersecurity program and ensuring that third-party service providers are holding information in a secure manner.

Dallas litigation boutique Estes Thorne & Carr PLLC has been recognized among the 100 largest women-owned businesses in North Texas by the Dallas Business Journal.

One of only two law firms to be included in the 2016 Top 100, this is the first time Estes Thorne & Carr has earned recognition, debuting at No. 58. When founded in 2008, the firm was among only a handful of women-owned law firms in Dallas and has since grown to be one of the largest and most respected in Texas.

“Some clients may come to us because we are a women-owned firm, but we’ve built lasting relationships based on the quality of our work and our dedication to seeing the client succeed,” said managing partner Jessica Thorne. “We are exceptionally proud of the accomplishments of this firm and that we have built a reputation as one of the leading litigation firms in North Texas on the basis of the work we do.”

Read the release.

Joyce Mazero, partner and co-chair of the Global Supply Network Industry Practice at Gardere Wynne Sewell LLP, recently spoke at the National Restaurant Association’s Supply Chain Management Conference in Orlando, Florida.

Presenting alongside leaders from restaurant brands including Church’s Chicken, Dunkin’ Donuts and Shake Shack, Mazero discussed key issues and strategies important to restaurant operators and supply chain executives charged with expanding their businesses outside the U.S. Topics included sourcing products, identifying and vetting suppliers in foreign markets, enforcing Q&A standards and limiting liability abroad. Mazero also addressed the important role of thorough investigatory methods in determining whether a supplier can satisfy the quality and performance criteria demanded by U.S. brands, the challenges of obtaining current and useful data about international operations, and the modifications that U.S. brands are making to meet consumers’ demand for information about the origin and content of food products sourced, distributed and served globally.

In a release, the firm said:

“It was a privilege to moderate a panel of distinguished supply chain executives and leaders, including Joyce,” said Sam Khoury, president of Next Stage Partners and operating partner with CIC Partners. “Joyce’s strong understanding of our specific food and restaurant business enhanced the valuable content provided to our audience of executive supply chain leaders.”

“Joyce provided critical insight on potential landmines in negotiating and developing international supply chain contracts based on her extensive experience in this area,” said Steve L. Pattison, chief financial officer and vice president of business analysis and risk management at Restaurant Services Inc. “Overall, the session knocked it out of the park for any restaurant chains in the process of international expansion.”

Mazero works with product- and serviced-based client companies and leads them through major initiatives. These include financings, mergers and acquisitions, registration and disclosures, as well as negotiations of strategic alliances, joint ventures, and domestic and international licensing, franchising, manufacturing and logistics deals. Joyce has been ranked in Band 1 for Franchising nationwide by Chambers USA since 2008 and is recognized by Chambers Global, which recently highlighted her “very strong sense of what it takes to drive a business” and “well-rounded viewpoint on transactions.”

Gardere’s Global Supply Network Industry Practice is comprised of a cross-disciplinary team of legal professionals with decades of experience assisting clients in implementing effective supply chain strategies both domestically and abroad. The team handles myriad supply network legal needs, including structuring, negotiating and enforcing business arrangements for research, design and development of new ingredients, products and technology as well as sourcing, manufacturing, licensing, logistics, transportation and cross-border trade.

The National Restaurant Association is the largest food service trade association in the world and supports more than 500,000 global restaurant businesses. The organization represents and advocates for food service industry interests by taking on financial and regulatory obstacles before they hit their members’ bottom line.

SpringCM has published an on-demand webinar titled “Get Control of Your Contracts!” that explains how Contract Lifecycle Management (CLM) provides end-to-end visibility into contractual risks and obligations.

“To ensure your business is well-positioned for success in the 21st century, transforming critical business processes like contract management is pivotal,” the company says on its website. “Contracts are at the center of business success since they are directly tied to revenue generation.”

Guest speaker Andrew Bartels, Vice President and Analyst at Forrester Research Inc., discusses the benefits of:

• A central repository for contracts
• Contract reporting and analysis
• Automating the contract process
• And so much more!

Watch the on-demand webinar.

Black Duck Software has posted a complimentary ondemand webinar discussing the top five open source issues that impact transactions for both buyers and sellers in M&A transactions.

The 60-minute webinar is titled “Top 5 Open Source Issues – Stories from the M&A Trenches.”

“Open source risk is a significant issue for both buyers and sellers in M&A transactions,” Black Duck says on its website. “Although open source comprises 30-50% of the code in an average application, sellers rarely know what open source they’re using and there are often serious risks associated with open source components in code assets.”

In this session, Jim Markwith, a technology attorney who handles complex IP licensing transactions, and has been involved in scores of M&A deals, provides in-depth descriptions of the challenges encountered and their impact on the transaction, punctuating the presentation with insightful stories from the M&A trenches.

Register for the ond-demand webinar.

The U.S. Consumer Financial Protection Bureau, already in legal limbo after an October court decision, could find its powers scaled back by President-elect Donald Trump and a Republican-led Congress, according to members of both political parties, lobbyists and lawyers, Reuters reports.

The agency, created in response to the 2007-09 financial crisis, is a target for some critics for such proposals an attempt to stop companies from blocking customers from class action lawsuits and another one to limit payday lending.

“Many Republicans opposed the agency’s creation. They now say they dislike its structure and believe it oversteps its authority in enforcement,” writes reporter Lisa Lambert.

Read the Reuters article.

S&P Global Platts has posted a free on-demand webinar taking a look at the potential impact the recent presidential election could have on petroleum, natural gas, power and metals.

The webinar covers:

• Impact on oil and gas markets
  • Arctic and Atlantic Coast production
  • The future of fracking
  • Pipeline projects – will they get built?
  • Supply/demand implications
• Impact on metals markets
  • US infrastructure impact on steel
  • What to do about “steel dumping”?
  • Economic uncertainty and gold
• Impact on renewables and environmental regulations
  • Is the War on coal over?
  • Buildout of renewable power generation
  • The future of biofuels

View the on-demand webinar.

When parties enter into a domestic commercial contract, they may not think critically enough about what will happen if the relationship goes south and how the contract provisions that they chose to include—or did not choose to include or accepted without negotiation—will affect how and where they resolve a dispute and shape the remedies to which they may be entitled, according to an article on the website of K&L Gates.

“Contractual provisions that parties choose to include in their agreement depend on a number of factors including, among others, the identity of and relationship between the parties and the size and nature of the transaction,” write Lauren Garraux, Jacquelyn S. Celender.

In their article, they identify and discuss four types of provisions commonly included in commercial contracts that can have significant ramifications for contracting parties if a dispute between them arises.

Those types include alternative dispute resolution provisions, choice of forum and law provisions and jury trial waivers, damages clauses, and insurance provisions.

Read the K&L Gates article.

By Patty P. Tehrani
Lawyer and Founder of Policy Patty Toolkit

Not surprisingly, most U.S. organizations base their anti-corruption policies on the U.S. Foreign Corrupt Practices Act (“FCPA”). At first, the FCPA was designed to combat bribery by U.S. companies conducting business worldwide. Over time its reach has extended beyond just U.S. companies. With the expansion of the FCPA and anti-corruption laws coming out of other countries, organizations that operate globally must now contend with various and possibly conflicting anti-corruption requirements.

Some good news may be on its way. Last month, the International Organization for Standardization (ISO) finalized and approved ISO 37001 (click here). ISO is an international standard-setting body that issues standards that are designed to meet expectations of enforcement authorities around the world. ISO 37001 outlines requirements for anti-bribery management systems using a risk-based approach that specifies required procedures and controls. By defining global minimum requirements for such systems, the new standard should help organizations with their policies. How? Organizations can use ISO 37001 to either assess their anti-corruption policies and related programs or review existing ones to make sure they meet these new standards.

To help with this review, consider the following key points:

• What’s the purpose of ISO 37001? It was developed to help organizations establish, operate, and improve their anti-bribery compliance programs. It does this by outlining requirements and guidance for establishing, implementing, maintaining and improving an anti-bribery management system.

• Why take notice? ISO 37001 will most likely serve as the global standard for anti-bribery management systems.

• Who is subject? The requirements of ISO 37001 are intended to apply to all organizations in all sectors across all jurisdictions and covers public, private and not-for-profit sectors. Since it is a risk-based standard, organizations can adapt the requirements based on size, structure, location, industry, scale and complexity of its activities as well as the risks it faces.

• What are the requirements? ISO 37001 outlines global practices for preventing, detecting, deterring, and remediating corruption risks. Key measures and controls include:
o anti-bribery policies and procedures communicated to employees and third parties;
o vetting and training employees;
o management and leadership commitment and support (“tone at the top”);
o risk assessments;
o third party compliance certifications, due diligence and contractual controls including termination rights;
o reporting, monitoring, investigation and whistleblower protections; and
o periodic review and improvement of anti-corruption compliance controls.

• What are the possible outcomes? ISO 37001 provides organizations with:
o a checklist for their existing anti-corruption policies or those to be established;
o context to help make more informed decisions about third parties through ISO 37001 certifications;
Note: Third parties can certify compliance with the standard in the same way they do for other ISO standards.

o potential leverage with regulators during reviews, investigations and possible enforcement actions; and
Note: It remains to be seen whether U.S. enforcement authorities will rely on ISO 37001 as a checklist to evaluate compliance programs. But organizations with anti-corruption programs that achieve ISO 37001 certification will most likely be better positioned during regulatory reviews.

o basis to promote and strengthen brand and reputation by sending a strong message to both internal and external stakeholders about an organization’s commitment to internationally recognized anti-bribery controls and measures that it has instituted to prevent bribery.

In conclusion, make sure you review ISO 37001 against your anti-corruption policies and controls as it will most likely play an important role in the future regarding anti-corruption efforts.

U.S. District Judge Gonzalo Curiel

The U.S. judge overseeing a lawsuit against President-elect Donald Trump and his Trump University told both sides they would be wise to settle the case “given all else that’s involved,” Reuters reports.

In the suit, some former students claim they were they were lured by false promises to pay up to $35,000 to learn Trump’s real estate investing “secrets” from his “hand-picked” instructors.

The statement by U.S. District Judge Gonzalo Curiel came after he had tentatively rejected a bid by Trump to keep some statements from the presidential campaign out of the fraud trial.

“Trump owned 92 percent of Trump University and had control over all major decisions, the students’ court papers say. The president-elect denies the allegations and has argued that he relied on others to manage the business,” according to the report by Dan Levine and Karen Freifeld.

Read the Reuters article.