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Global Conference Group |
International Business |
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Do you want to know: How to Negotiate International Agreements? What are the Problems areas in International Contracts? How can you overcome them? What kind of Contract are required? How to deal with cross-border contractual disputes? Compliance with multi-jurisdictional contracts? Then Come Attend this Conference. |
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TOPICS & SCHEDULE OF THE CONFERENCE
NON-DISCLOSURE AGREEMENTS (NDA) AND LETTERS OF INTENT • Negotiating and Drafting Non-disclosure Agreements and letters of intent • Necessity and advantages of using a letter of intent & NDA • Determining what to disclose • Timing of disclosure • Two-way disclosure considerations • Required disclosure to third parties • Enforceability
NEGOTIATING TRANSNATIONAL AGREEMENTS • Understanding cultural perspective in international negotiations • Dealing with different styles on the other side of the table • Tips & Specific Considerations for conducting transnational negotiations • Dealing with clients who have unrealistic expectations -"it never takes this long, costs this much or is so complex in our U.S. deals" • Special issues for representing small and medium-sized companies-especially when dealing with the large corporations • Is a local counsel required for negotiating with a foreign party?
COMMON CLAUSES & MAJOR PRINCIPLES IN DRAFTING EFFECTIVE TRANSNATIONAL AGREEMENTS • Analysis of Major elements and terms • Common law vs. civil law considerations • Confidentiality clause considerations • Non-competition clause considerations • Getting paid, including letters of credit and bank guarantees • Terms of appointments/length of relationship, and planning for termination • Currency and exchange issues in transnational deals • "Boilerplate"- a closer look at integration clauses and other favorites • Joint Ventures and Strategic Alliances Strategic and business challenges of partnering arrangements-how to determine if and when a joint venture or strategic alliance addresses your business needs Contract vs. equity, choice of entity: tax issues Management and control-from perspective to minority, 50-50 and majority ownership, contractual ventures Structuring issues; ancillary agreements Termination, liquidation and buy-out issues
PRACTICAL ASPECTS OF DISPUTE RESOLUTION IN TRANSNATIONAL COMMERCIAL ARBITRATION • Planning for, Avoiding and Resolving Cross-border Contractual Disputes • International commercial arbitration versus litigation in courts • Choice of arbitration models • Choice of arbitration institutions • Effective drafting of international commercial arbitration clauses • Governing Law and Dispute Resolution Clauses • United Nations convention on contracts for the international sale of goods • When are alternative dispute resolution provisions worth considering (conciliation, mediation)? • How to develop strategies for minimizing commercial disputes - beyond agreements
FOCUS ON SPECIFIC TRANSNATIONAL AGREEMENTS • Outsourcing Agreements Structuring outsourcing agreements Contracting v. joint venture v. wholly owned subsidiary Appointment, term and exclusivity Payment terms Confidentiality issues Cyber laws and other Compliance Programs Termination & Non-compete • Information & Technology Agreements Special Requirements of IT Agreements • License and Franchise Agreements What are the essential terms of a license agreement? Licensing trademarks, patents and copyrights, technology and know-how and other rights The added obligations and responsibilities of a franchise arrangement Local law considerations in licensing and franchising-approvals, potential limits on royalties and other terms, potential notice/disclosure requirements for the franchise • Agency and Distribution Agreements Structuring differences-agents vs. distributors Appointment, term and exclusivity Payment clauses Tax issues, including permanent establishment and with holding tax Termination -notice and compensation-planning issues to minimize later problems in the EU and elsewhere STRUCTURING CONSIDERATIONS AND TAX ISSUES • Tax risks in international operations • Strategies for minimizing U.S. and foreign income taxes • How to select the best structure for an international investment transaction • VAT, withholding, permanent establishment, transfer pricing and other issues • Key accounting issues-consolidation and beyond
KEY LEGAL ISSUES TO CONSIDER IN TRANSNATIONAL AGREEMENTS • Foreign Corrupt Practices Act • U.S. Anti-boycott laws and export controls - effective clauses and programs for compliance • Antitrust and competition law consideration- overview • Impact of Sarbanes-Oxley Act • Homeland Security and the Patriot Act
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SPEAKERS ON THE FACULTYLeading experts in their fields including corporate and governmental experts who have expertise in international commercial agreements, including leading attorneys, in house counsel, and corporate leaders. |
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| Breakfast, Lunch & Conference Materials are included in the cost of registration. |
AccommodationPlease contact any of the hotels in the area directly for your room reservations.
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Places are limited. Please register early. | |||||||||||||||||||||||||||
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HOW TO REGISTER: |
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| Registration Policy: All fees must be paid in advance to confirm registration. Substitutes are permitted. No refunds will be granted under any circumstances. Please make all checks payable to Goodsoft Inc. | |||||||||||||||||||||||||||||
