Everything You Always Wanted to Know About LLCs*
*BUT WERE AFRAID TO ASK

The program engages highly-experienced speakers in addressing essential but often misunderstood legal drafting (and enforcement!) issues for agreements (and disagreements!) among owners of LLCs.  These presenters focus on drafting and interpreting some of the most important and contentious LLC Operating Agreement issues faced by attorneys. The panelists provide valuable forms in the program course book, which will be available to participants electronically.  Join us for three mornings of intense but interactive and unpretentious collaboration where “real documents” meet “real life”!

This 3-day program may qualify for 12 hours MCLE (up to 4 MCLE hours per day).

THURSDAY, JULY 18, 2013

• Preparation for Drafting the LLC Operating Agreement
  Who Is the Client? · Gathering the Necessary Information · Review of LLC Checklist
  
  
• Negotiating and Documenting the Respective Rights of Owners
  Member Distribution Rights: “Waterfalls” or Capital Accounts? · Planning for “Goodbye”: Buy/Sell Mechanisms Among Owners and in the Sale of the Business
  
  
• Tax Traps in Drafting and Implementing LLC Operating Agreements
  
• Looking Forward: Anticipated Sweeping Changes in Arizona LLC Statutes

Faculty: 
Richard Onsager, Onsager, Werner & Oberg, PLC
James O’Sullivan, Tiffany & Bosco, PA;
James Reynolds, Dillingham & Reynolds, LLP
Robert Royal, Tiffany & Bosco, PA

FRIDAY, JULY 19, 2013

• Drafting LLC Operating Agreements in Anticipation of Potential Future Disputes
  Documenting and Modifying Fiduciary Duties of Managers and Members · Indemnification Rights ·
  Alternative Dispute Resolution
  
  
• Intellectual Property – Identifying and Protecting Essential Assets
  Identifying Key Intellectual Property Assets · Overview of Trade Name, Trademark, Copyright and Patent Rights · State and Federal Statutory Requirements · Trade Secrets · Rights to Inventions · Joint Development Agreements · Third Party Licensing Rights

Faculty: 
George Chen, Bryan Cave, LLP
James O’Sullivan, Tiffany & Bosco, PA
Robert Royal, Tiffany & Bosco, PA

SATURDAY, JULY 20, 2013

• Drafting Non-competition Covenants and Related Employment Law Concerns
  
  
• Recommended Valuation Approaches to Drafting Enforceable Buy Out Clauses
  
  
• Panel Discussion: Resolving the Dispute – The LLC Operating Agreement in Action
  In-House Counsel’s Perspective on Managing Legal Disputes (and Lawyers!) · The Role of Experts and Co-counsel (Non-Attorney Experts and Attorney Expert) Witnesses · Co-counsel Roles of Litigators and Business Attorneys in Resolving Disputes

Faculty: 
Karen Gillen, Managing Director, Legal Affairs, US Airways, Inc.
James O’Sullivan, Tiffany & Bosco, PA
Robert Royal, Tiffany & Bosco, PA
Charles Wilhoite, CPA, Willamette Management Associates