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Exploring New Developments in the Model Stock Purchase Agreement, Second Edition - Part Two (MP3 Audio Download) |
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| CET10MS2POD |
| Robert T. Harper, Jessica Pearlman, Murray J. Perelman, Thomas M. Thompson, Dennis J. White |
| October 14, 2010 |
| 85 |
| 1 hour, 32 minutes |
| 1.5 |
| 0 |
| Business Law Section, Center for Professional Development |
| Business Law, Corporate Law |
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| $129.00 (Regular) |
| $109.00 (ABA Member) ABA Members, Log in now to receive this discount! |
| $89.00 (Business Law Section) ABA Members, Log in now to receive this discount! |
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2010 marks the publication of the Model Stock Purchase Agreement, Second Edition. Many new trends have developed since the publication of the First Edition in 1995 and this program will highlight many of the important developments reflected in the Second Edition, including the following:
New approaches to acquisition opinions and a review of the Second Edition's new form of opinion and commentary which was developed through collaboration between the Mergers and Acquisitions Committee and a special task force of the American Bar Association Legal Opinions Committee. The program will also address provisions which reflect the trend toward more carefully weighing the cost of particular opinions against the benefit perceived by the recipient, as well as the greater care required when no litigation confirmation and other fact based opinions are requested.
A review of developments with respect to purchase price adjustment trends and the use of Earnout Agreements.
New approaches to the treatment of representations and warranties and Seller's Responses to try and limit the scope and economic impact of representations and warranties.
An analysis of the relationship between the provisions of the Model Stock Purchase Agreement, Second Edition, and the Private Target Deal Points Studies produced by the M&A Market Trends Subcommittee of the Committee on Mergers and Acquisitions.
A discussion of those concepts and provisions which were discarded on the editing room floor.
A companion mp3 audio download program was held on October 12, 2010 and addresses the Second Edition's approach with respect to the inclusion of a Seller's Response and Commentary, new ancillary documents (e.g. Earnout Agreement and Contribution Agreement) and appendices (e.g. the Purchase of a Subsidiary and Receipt of Stock of a Public Company as Purchase Consideration), the inclusion of new provisions such as tax indemnification agreements, and new approaches to indemnification provisions such as caps, baskets and escrows and arbitration provisions.
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This download includes the MP3 audio file and the course materials in PDF. Both files will be delivered together in a ZIP file. To play an audio download in MP3 format, your will need a media player such as iTunes, Windows Media Player, RealPlayer, or Quicktime. For instructions on loading MP3 files to a portable media device, please refer to your device's instruction manual.Course materials require Adobe Reader®.
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Immediately after checkout, the download file(s) will be available in Your Downloads (accessible in the left navigation area of the Web Store when logged in).
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