A study of the formation, essentials, interpretation, and operation of contracts as well as the discharge of contractual duties and remedies for breach.
This course focuses on legal drafting in the business setting. Students will be required to draft and evaluate typical documents including corporate documents, loan and purchase contracts, partnership agreements, and employment agreements.
This "best practices" course introduces students to commercial law and to the structuring, negotiation, drafting, and review of common commercial agreements. These agreements include: (1) non-disclosure and confidentiality agreements, (2) employment agreements, (3) services agreements, (4) agreements for the sale of goods, and (5) lending and security agreements. In addition to exploring applicable law and theory, students analyze, draft, redline, and actively discuss actual commercial contracts. In so doing, students explore both the specific effects of various contractual provisions and the potential broader commercial implications of such provisions. If not taken to satisfy LAWR III, this course will also satisfy the Experiential Learning requirement. This course is a writing course with no exam. Contracts I and II are prerequisites.
This writing-intensive course focuses on several hot topics in health law, including public health issues, physician employment contracts, regenerative medicine and the right to try, and telemedicine. The content units will be taught through a series of simulations and case files. While learning substantive health care law, the students will also draft and/or critique both transactional and litigation-based documents.
This course is designed to satisfy LAWR III. It is geared to teach drafting from the point of view of a commercial real estate attorney. In this context, drafting includes both drafting your own documents, as wells as re-drafting documents submitted to you by other parties (including how to spot issues when re-drafting a document). The types of real estate documents that will be covered include a broad sampling of purchase contracts, leases, loan documents, and deeds/easements. The class will review core concepts of real estate law that must be considered in drafting a binding and enforceable real estate contract.
This course provides students with hands-on opportunities to assist clients with transactional intellectual property matters. Student services include advising clients on basic intellectual property principles, drafting contracts (or contract provisions) that affect intellectual property rights, prosecuting copyright and/or trademark applications, and preparing policy documents and guidelines. In addition to direct client representation, students will attend a two-hour seminar, and meet with the clinic faculty supervisor to discuss fieldwork each week. Intellectual Property is a prerequisite.
This seminar provides a guide to representing corporate clients throughout the corporate life cycle - from the formation of the entity to taking it public. We would begin the course by reviewing the entity choice considerations covered in Business Organizations but also discuss the practical steps required to form each entity type. Then, we will outline some of the most significant issues growing companies face. This would include ownership disputes, administrative considerations, vendor and sales contracts, employee relations, basic financing arrangements, offering ownership interests, and consolidation. Finally, we will discuss the process of going public. Each day, we would introduce documents we use in our practices and ask students to draft key sections in light of concepts introduced in the course of the class.
Before acquiring, merging, or selling a company or assets, purchasers and sellers need to engage in a process of better understanding the company or assets in the transaction as well as the risks inherent in the transaction. A key element of corporate law practice is engaging in "due diligence" to help the client understand the transaction's elements, risks, and possibilities.
New attorneys are often asked to conduct due diligence without any significant training. This course seeks to fill that gap by first establishing the legal reasons for conducting due diligence and a lawyer's professional obligations in the process. It will then use a combination of lectures and skills exercises to explore how to conduct due diligence on corporate matters such as minutes and bylaws; commercial matters such as contracts; and compliance matters such as environmental and sustainability.
The Trade and Development Clinic is a transaction focused clinical offering that provides students a forum to identify, practice and refine the following skills:
* Recognizing and applying core business law concepts
* Reviewing and drafting contracts
* Understanding international transactions and financing
* Client interviewing and advising
* Practicing with cultural competency
We will work with cooperatives, development intermediaries and NGO's in Central America or Mexico to assist them in navigating the legal and business issues that come up when exporting products to the U.S. or accessing capital from the U.S.. Our principal focus will be small hold farmers and the entities that support them. This experiential course that places students into supervised practice. As part of our work, you will have the option to travel to work directly with our clients in Latin America. Locations will be in Mexico or Central America. There are no prerequisites or language requirements.
This class explores art, what it is, and how it is bought and sold. This will be a compressed course, but we will cover a good amount of material. You will see this topic involves an intersection of several areas, including contracts, sales, property, intellectual property, civil procedure, and conflict resolution. While our focus will be on art, the course will explore these topics in a way that will inform other course work and practice. We will use our time in Venice to explore topics which will shape your practice after law school. Specifically exploring cross-cultural experiences in a professional setting and examining larger questions of how law reflects societal values. Those who are interested will also have the opportunity to gain practical experience that will directly translate to practice.
This course will examine the current legal, political, social, and technological aspects of US privacy law. Topics will include traditional privacy theory and torts; contracts; commercial and financial privacy; medical privacy; cyberlaw privacy (i.e., metadata, cookies, cybersecurity, revenge pornography); governmental privacy (i.e., surveillance, freedom of information, leakers like Edward Snowden); workplace privacy (i.e., algorithmic decision-making, trade secrecy); and international developments (i.e., the European Data Protection Directive, "right to be forgotten").
Covers the different ways to get a commercial project financed by securing a loan with real estate. As with other contracts, the form of the loan and the real estate serving as collateral vary from deal to deal and, depending upon the type of loan, may or may not be negotiable. This course will teach the fundamentals of real estate loans, including notes, mortgages/deeds of trust, different types of loans, ancillary loan documents, loan commitments, due diligence for loans, opinions on title, and opinions on the validity of loan documents, default and foreclosure, and ethics opinions in loan transactions. Real Estate Finance will include federal and North Carolina laws. The course will look at what happens when things go wrong, such as defective mortgages, failure of consideration, and documentation errors. Real Estate Finance will teach the practical aspects of commercial real estate, including how to interpret and negotiate loan documents, depending upon whether you represent the interests of the lender or the borrower. Examples from actual closings will be used to see what life as a commercial real estate lawyer is like. The skills learned in this class will benefit students contemplating a career in real estate transactions as well as business transactions.
This writing-intensive course focuses on several hot topics in health law, including public health issues, physician employment contracts, regenerative medicine and the right to try, and telemedicine. The content units will be taught through a series of simulations and case files. While learning substantive healthcare law, the students will also draft and/or critique both transactional and litigation-based documents.
A study of a wide range of international transactions, including marketing of goods and services; license or transfer of technology; distribution and franchising; joint ventures; finance and governmental regulation. Various multi-lateral initiatives, such as the Vienna Convention on Contracts for the Sale of Goods, will be discussed. Discussion and analysis of the Foreign Corrupt Practices Act.
This course is designed to introduce law students to the legal, business, and creative aspects of entertainment law, with a particular emphasis on the film and television industries. It also provides a survey of some of the other areas touched by entertainment law, including intellectual property, rights of privacy and publicity, food libel, parody, fair use, libel and slander, music, obscenity, and contracts. Whether you intend to practice it or are just interested in the subject matter, students will gain an understanding of how entertainment law can be used to protect and empower creative people.
This two-credit course builds on traditional doctrinal courses such as contracts and torts and tracks the use of these doctrines by attorneys who advise and advocate for parties involved in construction projects. It incorporates practical problems that require students to learn and exercise “lawyering” skills such as (a) contract drafting, (b) contract review, (c) client counseling about the management of risk, (d) claim identification, and (e) claim preparation. The substantive topics to be covered include competitive bidding, project design, contract documents, project scheduling, payment issues, construction changes, damages, workplace safety issues, insurance, mechanic’s liens, suretyship, and alternative dispute resolution.
An introduction to the legal landscape governing the use of digital information and telecommunication technologies in patient care delivery. Coverage will include licensing and credentialing, technology, business models, contracts, and governance issues impacting the rapidly growing global digital health industry.
This course provides a deeper examination into the issues that arise when negotiating and interpreting contracts. We will cover the fundamentals of business contracts, with a practical lens, and examine how to draft them to avoid disputes. We will learn about the UCC and its role in contract enforcement, as well as warranties, defenses, remedies, third party interests, and choice of law decisions. Emphasis will include tools of negotiation that help ensure the intentions of the parties are upheld.