eCourses

Session 01: 2024 Case Law Update Part 1 - A survey of recent Texas cases addressing significant issues (fiduciary duties, piercing the entity veil, and more) in the context of LLCs and partnerships (including limited partnerships and LLPs). Session 02: 2024 Case Law Update Part 2 - Continuation of a survey of recent Texas cases addressing significant issues (fiduciary duties, piercing the entity veil, and more) in the context of LLCs and partnerships (including limited partnerships and LLPs). Session 03: 2024 Secretary of State Update - Learn about filing tips and resources that can make your transactions with the Secretary of State (SOS) easier and more predictable; hear updates on our system modernization program, including an overview of online services available in the new SOS Portal. Session 04: Updates from Delaware - A survey of recent Delaware cases addressing significant issues, including fiduciary duties, elimination of fiduciary duties and contractual interpretation in the context of LLCs and partnerships (including limited partnerships and LLPs). Session 05: S corporations: A Cautionary Tale about Squaring the Circle - A discussion of some of the motivations driving the use of LLCs as S corporations, some of the potential issues and some of the drafting and structuring issues that should be considered if an LLC is taxed as an S corporation.  Session 06: Updated Model LLC Agreements - Review three model agreements tailored for a closely held company, including a discussion of some recent changes in the models as well as decisions that the authors made in drafting the models to help improve your drafting skills and result in better operating agreements. Session 07: Drafting Net Profit Agreements - Net profits agreements are used in transactions where the parties have an interest in sharing in profits but do not want to create or participate in an entity arrangement with the parties involved.  Net profits agreements raise a number of issues which may be as basic as the very definition of what the parties intend to share, as well as the methods of payout, the impact on tax consequences of these arrangements and concerns relating to the unintended partnership. Review the issues lawyers may need to consider with their clients to draft an effective net profits agreement.  Session 08: Provisions Limiting Liability and Duties in Partnership and Company Agreements - This panel will discuss the effectiveness and limitations on provisions of partnership and company agreements which provide for the modification of duties, exoneration from liability and indemnification with respect to claims against managers, members and other employees and agents.   Session 09: Effective Engagement Letters and Other Simple Risk-Management Tools - This ethics CLE presentation will look at engagement letters and how they can be used as a risk management tool. Along they way, the presentation will provide practical tips to help lawyers avoid conflict of interest pitfalls and to assist in controlling client expectations about the scope of the representation. Session 10: Multiparty Representation —Entity Formation - A deep-dive into the knurly problems of multi-party representation of start-up companies, including whether the client is the founder or founders or the company is yet to be formed. The ethical difficulties for the lawyer continue after formation as the company and its founders, directors and officers move beyond formation of the entity into the realm of operations.

Includes: Video Audio Paper Slides No Materials

THIS MONTH: Crossover Creators: A Legal Guide to Multi-Industry Success • ​Navigating the Cybersecurity Landscape: Best Practices for Governance • Partition of Real Property Under Texas Law: A Primer • Preparing for a Bankruptcy • Who’s Your Client?

Includes: Video Audio Paper Slides

THIS MONTH: Code Red: What You Need in Your Crisis Management Playbook • The Rise of Sports Content in the Streaming Era • Cybersecurity Insurance Essentials • Readable Legal Writing • Retaliation: Still the Most Attractive Claim for Plaintiffs and Most Complicated for Defendants • Corporate Transparency Act: The Law

Includes: Video Audio Paper Slides

Mass torts are the most dynamic cases in the country. This panel explores the overarching trajectory of these disputes and the unique complexities. What does the future of mass torts hold? Is the judicial infrastructure capable of meeting the daunting resolution challenge?

Includes: Video Audio Paper Slides

THIS MONTH: Storytelling and Themes • Gen AI Regulation and Legislation – Federal, State, and Global • Trademarks and Intellectual Property: What Does the General Business Lawyer Need to Know? • Handbooks/Employment Policies • Introduction: Avoiding Burnout

Includes: Video Audio Paper Slides

Need ethics credit? We’ve got you covered! UT Law CLE’s First Friday Ethics streams live every first Friday of the month, and features some of our best ethics speakers and presentations for a total of 3.00 hrs ethics credit. Fulfill your entire annual ethics requirement in Texas in one day!   This month includes: (0.75 hr | 0.75 hr ethics) Mum's the Word: Maintaining Client Confidentiality and Dealing with Ethical Challenges while Working from Anywhere and Everywhere (Replay) Working remotely and virtual meetings are here to stay. This presentation provides practical suggestions for structuring engagement letters, addressing conflicts of interest, and safeguarding client communications across all mediums. Braxton Wilks, Winstead PC - Austin, TX   (0.75 hr | 0.75 hr ethics) Serving Two Masters (Replay) Discuss conflicts that arise between “clients,” the tripartite relationship, Tilley and its aftermath, the ethical dilemmas lawyers face, and knowing who you really represent. Gayla Corley, MehaffyWeber, P.C. - San Antonio, TX   (1.00 hr | 1.00 hr ethics) Generative AI: Developments and Ethical Implications (Replay) Harnessing the power of AI to drive new ways of doing business and increasing growth is something all organizations are trying to do. The use of generative AI creates risks to organizations including violation of privacy, inaccurate or false representations, and unethical practices, to name a few. Implementing the right controls and ethics training alongside generative AI is necessary – so where do you start? Brooke A. Hopkins, Alvarez & Marsal - Dallas, TX Emily R. Apte, King & Spalding - Austin, TX Robert Denby, Vinson & Elkins LLP - Houston, TX Daniel Meyers, TransPerfect Legal - Dallas, TX Matt Wernz, Federal Trade Commission - Dallas, TX (0.50 hr | 0.50 hr ethics) Sanctions and Privileges (Replay) Sanctions: How to get them or avoid them. Privileges: How to keep them or lose them. Hon. H. DeWayne "Cooter" Hale, Retired U.S. Bankruptcy Judge - Dallas, TX Trip Nix, Holland & Knight LLP - Austin, TX

Includes: Video Audio Paper Slides

Joint ventures are emerging as an increasingly popular strategy for companies, including financial sponsors, seeking to leverage complementary strengths, share risks, and access new markets. Our experts explore the insights and strategies needed to navigate the complexities in structuring, negotiating, and drafting JVs, including, practical pro-tips to achieve strategic objectives while mitigating risks so the parties can remain honeymooners for life.

Includes: Video Audio Slides

Session 1: Intellectual Property: The Essentials of Copyrights and Trademarks for Creatives - Understand the basic copyright and trademark principles and identify where they apply in music, television/film, podcasting, and influencer deals. Session 2: ​Exploring the Expansion of Criminal Antitrust Enforcement and What Recent Criminal Investigations and Trials Tell Us About the Government’s Tools, Tactics, and Targets - Panelists discuss the expansion of criminal antitrust enforcement and recent investigations that delve into the government's tools, tactics and targets. Session 3: Getting the Most Out of Your Mediation: Tips to Maximize Your Mediation Time - Join Scott Baker as he explores ways to help attorneys make the most of a mediation session as well as the mediator’s skills to help their clients resolve disputes. He'll delve into written mediation statements, pre-mediation conferences, joint sessions and opening statements, negotiations, and mediated settlement agreements. Examples, trends, and case law will be discussed and used to provide practical tips and suggestions to attorneys who represent or counsel clients who use mediation to resolve disputes. This presentation is designed to provide useful information to attorneys of all experience levels.

Includes: Video Audio Paper Slides

An overview of the leading issues related to asset protection and anonymity in business entity structures. Focus on the primary areas of concern when choosing the type of entity, jurisdiction for formation and ownership structure when the goals are asset protection and anonymity and the impact of the Corporate Transparency Act on these choices.

Includes: Video Audio Paper Slides

THIS MONTH: Venturing Into the Future: Navigating AI Implementation, Training, and Usage in Your Organization • NIL Updates • Available Sources of Funds to Save a Home • Fiduciary Duties and LLC’s • My Mind Has A Mind of Its Own: Why Even Good Lawyers Are Lured Into Unethical Behavior by the Way Their Brains Work

Includes: Video Audio Paper Slides

Session 1: Key Considerations in Private M&A Deals in Uncertain Market Conditions  - An experienced panel of legal and financial advisors provide updates on market conditions for private M&A transactions, reviews trends in deal terms, fiduciary duty issues and structural options in distressed sales, and highlights recent Delaware case law and regulatory considerations. Session 2: Corporate Transparency Act: The Law - This presentation provides an overview and review of the statutory and regulatory requirements of the Corporate Transparency Act, including new 2024 FinCEN guidance and a discussion of judicial challenges to the CTA (including the Alabama district court case that ruled the CTA unconstitutional). Session 3: Healthcare Transactions: How to Ensure Compliance and Successfully Complete the Deal! - Modern healthcare transactions are complex and increasingly involving more parties and more issues than other transactions. Discuss real world issues regarding transactions, addressing compliance concerns, and pitfalls to watch for. Session 4: ​The Current State of Non-Competes: Are They Still Enforceable? - Explore the rising tide of opposition at the federal level to the enforcement of covenants not to compete. Focus on the recent moves by the FTC and the NLRB to outright ban (or at least sharply curtail) the use of restrictive covenants and examine the practical alternatives to non-competes available to businesses. Session 5: Gen AI Regulation and Legislation – Federal, State, and Global - Generative artificial intelligence (Gen AI) adoption across industries and ever-expanding use cases are driving the U.S., states, EU, and countries across the globe to develop and implement comprehensive Gen AI regulation and legislation. Hear a discussion of these developments, related challenges, and the consensus that much of the Gen AI rules and laws, which shape the long-term growth and direction of the sector, will be established in the coming 12-24 months. Session 6: Lessons Learned From GCs Behaving Badly (Allegedly) - It is always better to learn from someone else’s mistakes. Examine examples of in-house counsel allegedly (or admittedly) behaving badly—from alleged assaults and slurs to embezzlement—and what in-house counsel can learn from those situations. Discuss examples of in-house counsel allegedly being punished for doing the right thing, and review applicable Model Rules of Professional Conduct, including Rules 1.13 and 8.4.

Includes: Video Audio Paper Slides

How to spin-off, split-off, or split-up a passthrough entity, business and tax considerations and pitfalls for the unaware. 

Includes: Video Audio Paper Slides

Session 01: Case Law Update Part 1 - A survey of recent Texas cases addressing significant issues (fiduciary duties, piercing the entity veil, and more) in the context of LLCs and partnerships (including limited partnerships and LLPs). Session 02: Case Law Update Part 2 - Continuation of a survey of recent Texas cases addressing significant issues (fiduciary duties, piercing the entity veil, and more) in the context of LLCs and partnerships (including limited partnerships and LLPs). Session 03: Secretary of State Update - Learn about filing tips and resources that can make your transactions with the Secretary of State (SOS) easier and more predictable; hear updates on our system modernization program, including an overview of online services available in the new SOS Portal.

Includes: Video Audio Paper Slides No Materials

An examination of special purpose business structures in the entertainment industry, commonly known as "Loan-Out” companies, and issues that arise when celebrities, such as actors, musicians, athletes, famous doctors, etc. utilize these Loan-Out companies to own their intellectual properties and provide their professional services, including a discussion of related ligation such as Hall v. Oates (2023).

Includes: Video Audio Paper Slides

A review of Texas law related to the fiduciary duties of managers, officers and members of Texas LLCs, including a recent trend related to informal fiduciary duties.

Includes: Video Audio Paper Slides

THIS MONTH: Yet Another Acrimonious Election Year: The Challenge of Political Talk at Work (and On Social Media) • I Can’t Go For That (No Can Do): Celebrity Entities and Entanglements • Guardians of the Galaxy: General Counsel's Challenges in Managing Risk and Protecting a Nonprofit's Brand • 2024 Ethics Referendum: What Passed, What Didn’t, and What Now? • Consumer Mass Arbitration and Class Actions

Includes: Video Audio Paper Slides

Session 01: Individual Members and Partners Part 1: Overview and Recent Developments - A discussion of recent developments in the area of employment law that may impact individual owners and employees of LLC's and partnerships including the recent U.S. Supreme Court holdings in Muldrow v. City of St. Louis and Federal Trade Commission non-competition rules. Session 02: Individual Members and Partners Part 2: Getting Granular - A discussion of “what happens next” when a member, partner, or owner leaves an entity and how to handle contentious exits. During our presentation we address enforcement of non-competition and nondisclosure agreements, confidentiality and intellectual property issues, how to enforce buy-sell provisions, and what to do if your entity does not have exit mechanisms.

Includes: Video Audio Paper Slides

This presentation discusses which of the proposed Disciplinary Rules passed, the impact of those rules, and the important changes that lawyers can make to integrate those provisions in daily practice of law.

Includes: Video Audio Slides

Whose “default” is it? A review of select provisions of the TBOC that may surprise you when operating agreements don’t address an issue and instead rely on the statutory default.

Includes: Video Audio Paper Slides

Working remotely and virtual meetings are here to stay. This presentation provides practical suggestions for structuring engagement letters, addressing conflicts of interest, and safeguarding client communications across all mediums.

Includes: Video Audio Paper Slides