Allocating Environmental Risks and Liabilities
Structuring Contract Provisions to Limit Risk in Commercial Transactions
Recording of a 90-minute CLE webinar/teleconference with Q&A
Conducted on Thursday, September 13, 2012
Recorded event now available
This CLE webinar will provide guidance for environmental counsel to structure and negotiate representations and warranties, indemnities, and other provisions to allocate environmental risks and liabilities in commercial transactions.
Description
Parties in commercial transactions need to know and carefully consider the risks of environmental liabilities involved in the transaction. Environmental risks may impact property value, hurt revenue-generating potential, cause business interruptions, and create direct liability for purchasers.
Counsel structuring commercial transactions involving environmental risk should evaluate and allocate risks and liabilities, known and unknown. This enables clients and counsel to value the anticipated transaction and to minimize the likelihood of future environmental liabilities and regulatory compliance issues.
Performing adequate due diligence prior to structuring and negotiating a commercial transaction is essential. Counsel should allocate environmental risks and liabilities using pertinent drafting and non-contractual techniques.
Listen as our authoritative panel of environmental attorneys provide a brief overview of relevant environmental laws, highlight effective due diligence approaches and tools; present practical drafting techniques to use in purchase agreements to limit and allocate environmental risks and liabilities; and discuss non-contractual alternatives that can be used to address some of these risks and liabilities.
Outline
- Overview of potentially applicable environmental laws
- Effective due diligence: its scope and objectives
- Distinctions among equity, asset and real estate deals
- Drafting techniques for allocating environmental risks and liabilities
- Non-contractual alternatives to commercial transaction risk allocation
Benefits
The panel will review these and other key questions:
- What factors should the parties consider when drafting provisions for allocating environmental risks and liabilities?
- What are the key environmental issues when negotiating the representations and warranties provisions in the contract?
- How should the parties seek to expand or limit the scope of the indemnity provision for breaches of representations and warranties?
Faculty
Edward L. Strohbehn, Jr., Of Counsel
Bingham McCutchen, San Francisco
He advises clients regarding regulatory compliance and environmental risk issues associated with the redevelopment of contaminated sites, including those with vapor intrusion issues. He works with clients in developing strategies for addressing vapor intrusion issues. He assists clients in conducting environmental due diligence, negotiating transactions, and drafting commercial contract provisions for corporate asset and stock acquisitions. He was a member of the ASTM Vapor Intrusion Task Group that developed the ASTM E2600-10 Guide for Vapor Encroachment Screening.
William J. Squires, III, Counsel
Bingham McCutchen, Boston
He focuses his practice on environmental, real estate and land use matters. He counsels clients on environmental issues, including the acquisition of operating businesses; the redevelopment of contaminated properties; and enforcement defense, permitting and regulatory compliance matters. He negotiates and structures business transactions and negotiates environmental insurance policies.
Michael S. McDonough, Partner
Bingham McCutchen, Los Angeles
He represents municipalities and private entities in complex environmental litigation, administrative and enforcement matters on issues ranging from climate change and air quality enforcement, to assessing cleanup liability and managing issues involving insolvent PRPs and orphan shares, to soil and water quality issues, to environmental management and ISO 14001 issues.
Ordering
Online CLE - Audio Recording
Includes streaming audio of full program plus handouts (available 24 hours after live program).
CLE:
Pre-approved for participatory or non-traditional/alternate format credit in: CA, HI*, NY*, WV*.
Pre-approved for self-study credit in: AK, AZ, MO, MT, TX*, VT, WA.
Upon request, also available in: CO, CT*, FL, GA, ID, KY, LA*, ME, NC, ND, NE, NH, NM, NV, OR*, SC, TN, UT, WI, WY. If you are applying for credit in one of these states, make sure to select those states when placing your order.
(*Indicates that Strafford must report attendance.)
Online CLE Audio $297.00
Available 24 hours after the live event
Recorded Event
Includes full event recording plus handouts (available after live seminar).
CLE: Pre-approved for self-study credit in: AK, AZ, CA, CT, HI, MO, MT, NY, TX*, VT, WA, WV. Upon request, self-study credit is also available in: CO, FL, GA, ID*, KY, ME, ND, NE, NH, NM, NV, OR, UT, WI, WY. If you are applying for self-study credit in one of these states, contact Strafford CLE at 1-800-926-7926 ext. 35 or CLE@straffordpub.com. (*Indicates that Strafford needs to process the CLE — see below to purchase this option.)
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Available three business days after the live event
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plus $9.45 S&H
Available ten business days after the live event
MP3 Download (Audio with Slide PDFs) $297.00
Available 24 hours after the live event
CD (Audio with Slide PDFs) $297.00
plus $9.45 S&H
Available ten business days after the live event
Webinar/Teleconference
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CLE Credit
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Customer Reviews
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Greg DeGulis
McMahon DeGulis
Environmental Law Advisory Board
Partner
Allen Matkins
Partner
Loeb & Loeb
Of Counsel
Stoel Rives
Partner
Shipman & Goodwin
Partner
Akin Gump Strauss Hauer & Feld
Partner
Arnold & Porter
Partner
Gibson Dunn & Crutcher
Partner
Dinsmore & Shohl
Partner
Crowell & Moring
Special Counsel
Stroock & Stroock & Lavan
Partner
Greenberg Traurig
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