Celesq® Attorneys Ed Center
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Programs in Contracts

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Distress, Restructuring and the Pandemic: The Winners and Losers (03/25/2021)

Program Number: 3173 Presenter: Keith M. Aurzada, Esq., Aaron Javian, Esq., Michael Venditto, Esq.

During 2020, the U.S. economy, weighed-down by record levels of unemployment and the largest drop in quarterly gross domestic product, experienced the highest volume of bankruptcy activity since the 2008 financial crisis. As the economy tries to shake-off the effects of the pandemic, some businesses are burdened by too much debt while others face uncertain demand for their goods or services. This seminar will discuss the factors that will determine which businesses will be able to reorganize and which will not. The program will also focus on industries that will experience significant continued stress in 2021.

$95.00Audio Tape Add to Cart

Teleworking and Re-Opening and Vaccines, Oh My! (03/16/2021)

Program Number: 3170 Presenter: Crystal McElrath, Esq., Nichole Novosel, Esq.

In the face of the ongoing COVID-19 pandemic, many employers have had to consider both the business and legal implications of ceasing operations versus shifting to telework versus attempting to continue in-person work. The introduction of COVID-19 vaccines adds additional questions regarding re-opening of workplaces. This webinar will address recent executive orders, federal legislation as well as guidance from the EEOC and OSHA regarding teleworking, re-opening, and vaccination of employees. Does the Americans with Disabilities Act protect employees at risk of contracting COVID-19? When should/must employers provide teleworking options? May/should employers require employees to be vaccinated? What liability might employers face with respect to requiring and/or administering the vaccine in order to re-open?

$95.00Audio Tape Add to Cart

Everything You Wanted to Know About SPACs But Were Afraid to Ask (03/12/2021)

Program Number: 3164 Presenter: Eden P. Quainton, Esq.

The course will explain what SPACs (special purpose acquisition companies) are, when then emerged historically, how they are structured, how they are being used, how they work, why they are so popular, how they are regulated, what issues frequently arise and what risks they pose. The course will focus in on a few recent SPAC transactions to explain how the target is selected, how the merger with the SPAC occurs mechanically, what documents are negotiated and what documents are filed with the SEC. The course will also discuss some of the recurrent issues that frequently arise, including fair market value of a private target, valuation and status of options and deferred compensation, preparation of audited financials, the use of a simultaneous PIPE (private investment in public equity) transaction, the “promote,” registration rights, earn-outs, lock-ups, management, disclosure and insider self-dealing.

$95.00Audio Tape Add to Cart

In the Midst of the Pandemic, Where Does the “Gig Economy” Stand? (03/05/2021)

Program Number: 3153 Presenter: Dr. Sharon Meit Abrahams, D. Porpoise Evans, Esq., Aleida Martinez-Molina, Esq.

Before COVID-19 dominated the headlines, the gig economy was big news as it evolved, matured, and disrupted the modern workforce. Will gig workers prove essential to economic recovery, or detrimental to companies already struggling to survive? An employment attorney and a bankruptcy attorney break out their crystal balls to tackle these and related issues – all with the backdrop of the ongoing pandemic and the new Biden/Harris administration

$95.00Audio Tape Add to Cart

COVID-19 and the Commercial Landlord: Reacting to the Nonpaying Tenant in the COVID Era (02/11/2021)

Program Number: 3151 Presenter: Jonathan Gerstein, Esq., Joshua Wurtzel, Esq.

This program will cover the various legal issues that commercial landlords are confronting in the wake of the COVID-19 pandemic, including the various statutes and executive orders restricting landlords’ rights and how landlords are adapting. During the program, we will discuss the arguments that commercial tenants have made to avoid paying rent, and how courts have dealt with those arguments. We will also discuss the strategies and tools that commercial landlords can and should use to get around the various restrictions on their ability to collect unpaid rent or evict tenants, and how courts have responded to those efforts. Further, we will discuss non-litigation options available to commercial landlords including lease amendments and lease termination and surrender agreements, and the issues that frequently confront commercial landlords during the negotiation of those documents.

$95.00Audio Tape Add to Cart

Cryptocurrency: Current Tax and Bank Secrecy Act Regulatory and Enforcement Environment (02/26/2021)

Program Number: 3149 Presenter: John D. (Don) Fort, Esq., Lawrence (Larry) Sannicandro, Esq.

Virtual currencies, including cryptocurrency, have recently received significant attention from the IRS, the Financial Crimes Enforcement Network, the U.S. Department of Justice Tax Division, and other law enforcement agencies. The panelists, led by the former chief of the IRS Criminal Investigation Division, will explore recent guidance from FinCEN and/or the IRS with respect to: (1) the collection, retention, and disclosure to the U.S. government of certain transactions involving cryptocurrency; (2) the taxation of, and tax reporting standards for, cryptocurrency; and (3) Bank Secrecy Act reporting, such as the Foreign Bank Account Report. The panelists will also discuss strategies to mitigate the risk of civil and criminal penalties for noncompliance with the internal revenue laws, including the availability of the qualified amended return and the IRS’s voluntary disclosure practice. This webinar is a must-attend for all professionals and practitioners who operate in the space of, or advise on, cryptocurrency. Objectives:

$95.00Audio Tape Add to Cart

Social Media and the Lifecycle of the Attorney/Client Relationship (03/08/2021)

Program Number: 3145 Presenter: Dr. Sharon Meit Abrahams, Jan L. Jacobowitz, Esq., Lucian T. Pera, Esq.

Social media has become an integral part of our society. The Pew Research Center reports that approximately 70% of the adult population uses social media, and it even impacts the lives of those who elect not to engage. Lawyers’ clients are awash in social media, so it is no surprise that every stage of the life cycle of an attorney-client relationship may involve a lawyer’s need not only to explore the social media terrain, but also to understand both the benefits and dangerous landmines that await the uninformed. Join our discussion with two seasoned legal ethics lawyers to explore both the necessity of employing social media and the potential ethical perils of lawyers on social media. Topics include the use of social media in advertising; investigating all aspects of a case from a potential client’s claim to discovering information about the opposing parties, witnesses, jurors, and judges; and finally,

$95.00Audio CD Add to Cart

Turning your Rooftops into Gold Mines (03/05/2021)

Program Number: 3138 Presenter: Michael J. Watza, Esq.

If you are a property owner, and particularly an owner of multi-story commercial properties, join us for a discussion of the explosive growth of wireless cell towers, the industry need for rooftops (and other property sites) to build them on, and how to turn their need into substantial revenue for you. And, if you have existing cellular facilities on your property, you have likely already been approached by the wireless industry on this topic, and so you are probably aware of their effort to extend current agreements, access additional easements for facility upgrades and, reduce leasing costs by suggesting that “the industry and technology is changing” and unless you reduce our lease costs, we may remove our facilities and leave you with nothing”. – Don’t believe it. Join us and learn how to respond to that nonsense.

$95.00Audio Tape Add to Cart

Trademark Counterfeiting in 2021 (02/17/2021)

Program Number: 3135 Presenter: Anthony F. Lo Cicero, Esq.

The old tactics of anticounterfeiting enforcement against street vendors and flea market operators have largely been replaced with online takedown notices, mass litigations against unnamed defendants and border enforcement. On the flip side, the “counterfeiting” label is being applied to activities different from what we have seen in the past, as reflected in the Second Circuit’s decision in Tiffany & Co. v. Costco Wholesale Corp. and elsewhere. Join Tony Lo Cicero, Managing Partner of Amster, Rothstein & Ebenstein as he discusses these developments and their likely impact for the future.

$95.00Audio CD Add to Cart

10 Common Benefit Issues in M&As During the Covid-19 Era (02/22/2021)

Program Number: 3132 Presenter: Taryn Cannataro, Esq., Megan Monson, Esq.

This program will focus on ten typical merger and acquisition considerations for private companies and the impact of COVID on benefits aspects of a transaction. The below is a list of topics that we would explore in further detail. • COVID-19 specific representations in transaction documents • General Representation and Warranty Deal Concerns and Traps for the Unwary • Addressing the Federal Workers’ Adjustment and Retraining Notification (WARN) Act in Transaction Documents • Furloughed Employees • Dealing With Employees on COBRA • Continuation of Benefit Plans and Onboarding of Employees • Comparable Compensation and Benefits • Treatment of Seller 401(k) and Other Retirement Plans • Section 280G and Reduced Compensation Due to Covid-19 • Treatment of Outstanding Equity Awards

$95.00Audio Tape Add to Cart

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