The Americans with Disabilities Act
An overview of the Americans with Disabilities Act, explaining how it protects qualified individuals with disabilities from workplace discrimination and governs the duty to provide reasonable accommodations.
Interstate Land Sales Full Disclosure Act
An overview of the Interstate Land Sales Full Disclosure Act, focusing on its purpose, scope, and disclosure-based approach to regulating land sales and preventing fraud.
Due Diligence Drafting Considerations
An overview of key drafting considerations for due diligence provisions in real estate transactions, focusing on balancing the buyer
Real Estate Contracts: Buyer's Perspective
An overview of buyer-focused considerations in real estate contracts, emphasizing key provisions that protect the buyer and condition their obligation to complete the transaction.
Real Estate Contracts: Seller's Perspective
An overview of seller-focused strategies for drafting and negotiating representations and warranties in real estate contracts to manage risk and limit post-closing liability.
The Listing Agreement
A short primer on the key components and terms that define the relationship between a seller and a broker in a real estate listing agreement.
Brokers and Commissions
An overview of real estate brokers, their listing agreements, commission structures, and the agency relationships involved in brokerage arrangements.
Workers' Compensation Basics
An overview of workers
Title VII Litigation
An overview of Title VII litigation, explaining the required administrative process, from filing a claim through investigation and conciliation, to pursuing a lawsuit and potential remedies.
Prefinancing Considerations
An overview of key prefunding considerations in real estate lending, focusing on how lenders assess risk and structure loans before extending financing.
The Age Discrimination in Employment Act
An overview of the Age Discrimination in Employment Act, explaining how it protects older workers from discrimination and the distinct standards and defenses governing age-based claims.
Disparate Impact
An overview of disparate impact, explaining how neutral employment practices can create unlawful discrimination and how such claims are proven and defended.
Pattern and Practice
An overview of pattern and practice discrimination, explaining how systemic bias claims are established and challenged through statistical and evidentiary analysis.
Individual Disparate Treatment
A short primer on individual disparate treatment, explaining how discrimination claims are proven and evaluated through evidentiary frameworks and mixed-motive analyses.
Title VII Protections Against Discrimination
An overview of Title VII protections against workplace discrimination, explaining the various forms of unlawful conduct and the limited circumstances in which employers may justify differential treatment.
Workplace Harassment
An overview of workplace harassment, explaining the different forms it can take and how employer liability is determined under federal law.
Covenants Not to Compete
An overview of covenants not to compete, explaining how these agreements are evaluated for enforceability based on consideration, reasonableness, and public policy.
Limitations on Termination
An overview of limitations on termination, explaining how contractual terms, public policy, and statutory requirements can restrict an employer
Timing in Tax Law
An overview of key timing principles in federal tax law, including how income and deductions are recognized across taxable years and accounting methods.
What is a Capital Asset?
An overview of what constitutes a capital asset in federal tax law and how that classification affects the tax treatment of gains and losses.
Business-Related Deductions
An overview of the rules governing business-related deductions in federal tax law, focusing on when expenses are deductible and how they must relate to a trade or business.
Depreciation
An overview of depreciation in federal tax law, including how taxpayers recover the cost of certain assets over time through annual deductions.
Exclusions from Gross Income
An overview of common exclusions from gross income in federal tax law and the principles that determine when certain receipts are not taxable.
Cancellation of Debt (COD) Income
An overview of the tax treatment of debt and how the cancellation of debt can result in taxable income, along with key exceptions that may limit that outcome.
Assignment of Income
An overview of the assignment of income doctrine and how it determines who is taxed when income is directed or transferred to others.
What is Basis?
An explanation of the concept of tax basis and how it is used to determine gain or loss on the disposition of property.
What Is Income?
A short primer on how federal tax law defines income, focusing on the core principles that determine when a taxpayer has taxable gain.
ERISA Basics
An overview of ERISA basics, explaining how federal law regulates employee benefit plans and protects participants through reporting, fiduciary, and compliance requirements.
Overview of the Federal Income Tax System
An overview of the structure and key concepts underlying the federal income tax system for individuals, including how tax liability is calculated.
Sources of Federal Tax Law
An overview of the primary sources of federal tax law and guidance, including statutes, regulations, and administrative interpretations.
The Closing
An overview of the real estate closing process, including lender disclosure requirements, party obligations, and the steps needed to finalize the transaction.
Types of Deeds and Covenants of Title
An overview of the different types of deeds and the covenants of title they provide, and how these distinctions affect the protection afforded to property buyers.
Formal Deed Requirements
An overview of the formal legal requirements necessary for a valid deed to effectively transfer real property title.
Scope of Mortgages
An overview of how mortgages define the property interests they cover, including fixtures and the treatment of proceeds from damage or condemnation of the collateral.
Introduction to Mortgages
A short primer on the fundamental concepts of mortgages, including their structure, purpose, and common variations used to secure real estate financing.
Types of Real Estate Financing Devices
An overview of alternative real estate financing devices beyond traditional mortgages, highlighting how different structures allocate risk, ownership, and financial benefits.
Covenants, Conditions, and Termination
An overview of how covenants, closing conditions, and termination rights shape deal obligations, risk allocation, and the path to closing in M&A transactions.
Securities Fraud under Rule 10b-5
An overview of securities fraud under Rule 10b-5, focusing on prohibited conduct and the key elements required to establish liability in enforcement and private actions.
The Exchange Act
An overview of the Securities Exchange Act of 1934, focusing on its regulation of secondary-market trading, disclosure obligations, and antifraud provisions.
Stages of a Public Offering and Gun Jumping
An overview of the stages of a public offering and the rules governing communications at each stage, including the risks of impermissible
Securities Registration Exemptions
An overview of the major exemptions from securities registration under federal law and how they structure and limit the offering and resale of securities.
Securities Registration
An overview of the securities registration process, explaining how issuers prepare and file disclosure documents, undergo SEC review, and manage compliance and liability when offering securities to the public.
The Securities Act
An overview of the Securities Act of 1933, focusing on its role in regulating initial securities offerings through disclosure requirements and liability for misleading statements.
Deal Closings and Post-Closing Issues
An overview of the closing process and post-closing issues, explaining how transactions are completed and how parties handle adjustments, disputes, and integration after the deal is finalized.
Indemnification
An overview of indemnification provisions, explaining how parties allocate responsibility for post-closing losses and manage ongoing risk after a transaction.
Insider Trading
An overview of insider trading under Rule 10b?5, explaining how liability arises from trading on material, nonpublic information in breach of a duty of trust or confidence.
Representations & Warranties
An overview of representations and warranties, explaining how parties use these provisions to allocate risk and provide assurances in a transaction.
Price and Consideration
An overview of how deal price and consideration are structured, explaining how purchase price is determined and how payment is made in a transaction.
The Definitive M&A Agreement
An overview of the definitive agreement in mergers and acquisitions, explaining how it structures the deal and allocates risk between the parties.
Due Diligence 101
An overview of the due diligence process, explaining how parties investigate a target company to assess risks, value, and key considerations before closing.
First-Step Agreements: NDAs & LOIs
A concise overview of NDAs and LOIs, explaining how these early agreements establish confidentiality and outline key terms for a potential transaction.
Deal Structures: Equity Sales
An overview of equity sale structures, explaining how ownership transfers through stock purchases and the key considerations that shape this transaction type.
Deal Structures: Asset Sales
An overview of asset sale structures, explaining how buyers and sellers allocate assets and liabilities and the key practical considerations that influence this transaction type.
Deal Structures: Mergers
An overview of common merger structures, explaining how different forms of mergers are organized and why certain approaches are favored in practice.
Foreign Corrupt Practices Act
An overview of the Foreign Corrupt Practices Act, explaining how it regulates bribery of foreign officials and the key considerations for compliance and liability.
Wage and Hour Requirements
An overview of wage and hour requirements, explaining how federal law governs employee pay, working time, and classification while highlighting key compliance considerations for employers.
Sentencing in the White Collar Context
An overview of sentencing in the white collar context, explaining how courts determine penalties and how attorneys advocate for favorable outcomes.
Defending White Collar Clients
An overview of key strategies for defending white collar clients, explaining how lawyers navigate investigations, manage parallel proceedings, and balance the unique risks faced by individuals and corporations.
Procedural and Constitutional Issues
An overview of key procedural and constitutional issues in white collar cases, explaining how investigative tools and constitutional protections operate in this context.
Criminal Tax Offenses
An overview of criminal tax offenses, explaining the key types of violations and the role of intent in establishing liability and defenses.
Money Laundering and Bank Oversight
An overview of money laundering, explaining how illegal proceeds are concealed through financial transactions and the key principles governing liability and enforcement.
Criminal Insider Trading
A concise overview of criminal insider trading, explaining how trading on material nonpublic information can give rise to liability under different legal theories and circumstances.
Criminal Securities Fraud
An overview of criminal securities fraud, explaining how misleading statements and deceptive schemes in securities transactions can give rise to criminal liability.
The M&A Deal Process
A concise overview of the key stages in an M&A transaction, from initial strategy through post-closing integration and obligations.
Mail and Wire Fraud
An overview of mail and wire fraud, explaining the core elements of these offenses and how fraudulent schemes are carried out using communication channels.
Crime in the White Collar Context
An overview of white collar crime, explaining its defining characteristics and the key features that distinguish it from other types of criminal offenses.
Securities Law in M&A Transactions
An overview of how securities laws apply in mergers and acquisitions, focusing on disclosure obligations, shareholder communications, and regulatory requirements triggered by deal structures.
Shareholder Litigation: Direct, Class Actions, and Derivative
An overview of the different types of shareholder litigation, including direct, class, and derivative actions, and how they address distinct forms of shareholder and corporate harm.
Regulatory Investigations and Enforcement Actions
An overview of regulatory investigations and enforcement actions in securities law, including how authorities investigate potential violations and pursue civil or criminal remedies.
Private Securities Litigation Reform Act of 1995
An overview of the Private Securities Litigation Reform Act and its reforms to securities-fraud litigation, including heightened pleading standards and procedural safeguards.
Liability Under the Securities Act
An overview of liability for material misstatements, omissions, and registration violations under the Securities Act.
Market Manipulation
An overview of market manipulation in securities law, focusing on deceptive trading practices and the legal standards used to identify and prosecute such conduct.