This CLE webinar will provide finance counsel with a thorough understanding of UCC and Bankruptcy Code treatment of security interests in the proceeds of original collateral. The panel will discuss recent legal developments and special issues concerning attachment, perfection, and priority of securi... Read More

This CLE webinar will discuss the attorney's role in drafting and reviewing the private placement memorandum (PPM) for the private sale and solicitation of securities to ensure compliance with SEC disclosure rules for securities offerings and applicable state laws. Read More

This CLE webinar will discuss latest guidance on how each of the Main Street Lending Programs should be documented, the mechanics of the Fed's SPV participation in each loan, and concerns that must to be addressed with regard to existing financing. The panel will also discuss the interplay of the lo... Read More

This CLE webinar will examine issues associated with the formation and operation of direct lending funds, including those organized to lend to small and medium-sized businesses, certain real estate developers, and other real estate market participants. Read More

This CLE webinar will examine current trends in the loan participation market, critical provisions of participation agreements, and best practices in due diligence for participating lenders. The panel will also discuss FDIC regulatory guidance regarding risk management for purchased loans and purcha... Read More

This CLE webinar will guide counsel on how to structure and document the secondary purchase and sale of a partnership or LLC interest in an investment fund. The panel will discuss letters of intent, due diligence of fund interests, legal issues in a purchase and sale agreement, legal issues in fund... Read More

This CLE webinar will analyze the Uniform Commercial Code (UCC) provisions applicable to cross-border financing transactions, and discuss some of the enforcement and conflict-of-laws challenges lenders and finance counsel should understand when structuring a secured transaction involving a foreign o... Read More

This CLE webinar will analyze the current state of the investment market that has given rise to alternative private equity structures focused on liquidity, such as continuation funds, GP-led secondaries, and permanent capital vehicles. The panel will review the mechanics and the pros and cons of the... Read More

This CLE webinar will discuss the documentation of side letters between private fund managers and investment partners who need or demand terms which may vary from the underlying partnership agreement. The panel will examine most favored nation clauses, transfer rights, excusal rights, special report... Read More

This CLE webinar will discuss critical legal issues that arise in syndicated credit workouts, particularly for counsel representing the administrative agent and the other lenders in the facility. The program will address unique aspects of a multi-lender facility workout and best practices for lender... Read More

This CLE webinar will provide counsel with an examination of recent legal trends and developments impacting commercial documentation and signatures sent via email, text messaging, or other forms of electronic communication, with a focus on loan documentation. The panel will examine legal and practic... Read More

This CLE webinar will examine IPO requirements and operational matters associated with special purpose acquisition companies (SPACs), as well as issues to consider in connection with a SPAC's initial business combination. The panel will discuss the typical pricing of securities (and the components o... Read More

This CLE webinar will provide finance counsel with the tools to structure credit facilities for private equity funds, including subscription and net asset value (NAV) based facilities and hybrids that combine aspects of both. The panel will contrast the documentation and collateral for subscription... Read More

This CLE webinar will provide private equity counsel with guidance on drafting and negotiating fees and expenses provisions in investment fund agreements. The panel discussion will include current trends in deal terms as revealed in the 2018 Fees and Expenses Benchmarking Survey (the PFM Survey). Read More

This CLE webinar will analyze various methods of structuring waterfall provisions in private equity funds and carried interest distributions to fund managers and among their personnel and related clawback and allocation provisions. The program will also examine the tax implications of such provision... Read More

This CLE webinar will provide a review of the use of opinion letters in structured finance transactions, explain various elements of the opinions, and outline the types of assumptions and qualifications the opinion giver should utilize to minimize risks. Read More

This CLE webinar will provide banking and loan counsel with guidance for structuring and documenting a supply chain finance (SCF) facility. The panel will discuss their insights, including the pros and cons of this alternative payment structure, as well as critical issues for buyers, suppliers, and... Read More

This CLE webinar will prepare counsel to draft and review commercial and standby letters of credit (LCs) that comply with Article 5 of the UCC as well as rules of practice, including International Standby Practices 1998 (ISP98) and Uniform Customs and Practice for Documentary Credits (UCP). The pane... Read More

This CLE webinar will guide commercial finance counsel in drafting intercreditor agreements, and those seeking to enforce or resist enforcement of intercreditor agreements during bankruptcy proceedings. The panel will discuss ways that first lien and second lien lenders can best protect their econom... Read More

This CLE webinar will provide corporate finance counsel with guidance on structuring convertible notes for seed-stage financing. The panel will discuss upfront due diligence, term sheet negotiation, and critical terms, including the discount rate, valuation cap, and triggers for the conversion from... Read More

This CLE webinar will provide important guidance on the preparation and negotiation of venture capital term sheets. The panel will discuss terms that impact price and valuation, liquidation preferences, board composition, drag-along and participation rights, protective covenants and more. Read More

This CLE webinar will examine important new developments in equipment financing, including the implementation of lease accounting standards and bundled lease structures which include service components. The panel will also discuss recent case law regarding "true lease" categorization, damages and ot... Read More

This CLE webinar will prepare lenders' counsel to draft pledge and other agreements that establish a security interest in partnership and LLC interests. The panel will outline corresponding provisions to include in the borrower's operating or partnership agreement to maximize protection for the lend... Read More

This CLE webinar will examine the mechanics of traditional private investments in public equity (PIPEs) as well as registered direct offerings. The panel will discuss short-term advantages and follow-up obligations for issuers, key terms, and issues for investors to consider when engaging in these t... Read More

This CLE webinar will examine the U.S. federal income tax issues associated with debt restructurings and workouts, including loan modifications, debt refinancings, and the acquisition of outstanding portfolio company debt, in today's challenging business environment. The panel will discuss planning... Read More

This CLE webinar will discuss the crucial structural considerations and legal complexities of forming, launching, and operating a private real estate fund. The program will review how recent regulatory developments impact fund managers and investors regarding issues like fees and expenses, co-invest... Read More

This CLE webinar will analyze the contribution obligations of co-guarantors after a borrower defaults on a loan and how a contribution agreement can clarify those obligations. The panel will discuss various actions or circumstances which should be addressed, including partial guaranties, bad acts wh... Read More

This CLE webinar will analyze the legal pitfalls for securities issuers who utilize unregistered "finders" to solicit investors, the SEC's restrictive position on permissible activities of finders, activities that require broker-dealer registration, and SEC regulatory actions regarding unregistered... Read More

This CLE webinar will provide commercial finance counsel with guidance on using and analyzing term sheets, proposals, and commitment letters in commercial finance transactions. The panel will explain the potential risks associated with their usage and provide best practices for minimizing those risk... Read More

This CLE webinar will analyze different options for providing liquidity to private equity funds that are facing a shortage of capital in the current market environment. The panel will review the mechanics and the pros and cons of these alternative structures. Read More

The CLE webinar will outline the key considerations in structuring management lines of credit, general partner (GP) financing, and employee co-investment facilities within private equity funds. The panel will discuss collateral security packages, fund obligations, administrative concerns, common poi... Read More

This CLE webinar will examine the critical issues that private fund managers should consider in managing funds and fund investments during the COVID-19 epidemic. The panel will discuss actions which managers should take now with regard to their investors, lenders, and regulators. Read More

This CLE webinar will discuss requirements for security documentation, UCC rules for perfecting the security interest, and the pitfalls encountered with competing liens and hidden liens that may trump the lender's lien priority. Read More

This CLE webinar will provide legal practitioners with practical advice about developing a process for the preparation of opinion letters and the typical language included in standard opinions requested in commercial finance transactions. The panel will review the common elements of an opinion lette... Read More

This CLE webinar will examine the SEC's investigative process and fundamental misconceptions that SEC enforcement defense counsel often have about how SEC investigations work. The webinar will provide counsel with insights into the SEC's decisionmaking process and consider the tactical tools availab... Read More

This CLE webinar will examine the remedies available to suppliers who have delivered or are delivering goods to financially distressed buyers in the supply chain. The panel will discuss the rights and remedies available under Article 2 of the Uniform Commercial Code (UCC), and steps to take if the b... Read More

This CLE webinar will analyze the lending parameters and structural features of the Main Street Lending Program established under the CARES Act. The panel discussion will include loan terms, borrower and lender eligibility, and stock buyback and executive comp restrictions placed on participating bo... Read More

This CLE webinar will discuss the risks and benefits of preferred stock, as well as expected developments in light of the changing market landscape. The program will discuss drafting and other considerations. Read More

This CLE webinar will examine the Paycheck Protection Program (PPP) and other features of the Coronavirus Aid, Relief, and Economic Security (CARES) Act, which expand upon the existing Small Business Administration (SBA) loan programs in response to the COVID-19 pandemic. The panel will discuss expe... Read More

This CLE webinar will discuss asset-based lending (ABL) transactions, including issues associated with the borrowing base, obtaining and perfecting a security interest in the assets under the UCC, and essential terms in ABL documentation. The speakers will include a discussion of ABL facilities for... Read More

This CLE webinar will discuss the terms and structuring of delayed draw term loans. The panel will review the evolving uses of delayed draw term loans (DDTLs) in leveraged buyouts (LBOs) and other private equity transactions and critical points of negotiation, including conditions precedent to makin... Read More

This CLE webinar will examine the critical provisions of credit agreements and secondary trading documents currently being used in the loan syndication market. The panel discussion will focus on standard loan forms promulgated by the Loan Syndications and Trading Association (LSTA), as well as LSTA... Read More

This CLE webinar will provide fund counsel with the tools for structuring investments by private equity and venture capital funds (PEVC Funds) in a manner that seeks to address the various tax sensitivities of PEVC Fund investors. Read More

This CLE webinar will examine current trends and hot issues in private equity fund terms and best practices for structuring and negotiating fund documents terms for private equity sponsors and limited partner (LP) investors. The panel discussion will include analysis of the ways in which issues are... Read More

This CLE webinar will provide an analytical framework for drafting and negotiating indemnity provisions in commercial loan agreements. The panel will discuss the types of indemnities typically found in commercial finance transactions and the use of insurance as a substitute or a supplement to indemn... Read More

This CLE webinar will discuss the exemption provisions of the Investment Adviser Act, Securities Act, Exchange Act, and Investment Company Act that are relevant to private equity, venture capital and hedge funds. The program will provide an in-depth analysis of each of the exemption requirements, as... Read More

This CLE webinar will provide counsel with an overview and discussion of the unique aspects of unitranche loan facilities and the interplay of those aspects in restructuring and working out of a troubled loan. Read More

This CLE webinar will examine the attachment and perfection of security interests in various types of unusual collateral. The panel will discuss the laws and protocols beyond Article 9 of the UCC that come into play when perfecting interests in trademarks, copyrights, insurance policies, agricultura... Read More

This CLE webinar will discuss features of pledge funds and the pros and cons of these industry funds compared to blind pool funds or the separately managed account model. The program will also address where the pledge fund fits in the current regulatory landscape. Read More

This CLE webinar will analyze the SEC's proposed changes to Rules 206(4)-1 (the Advertising Rule) and 206(4)-3 (the Solicitation Rule) of the Investment Advisers Act of 1940. The panel will also discuss the changes investment advisers will need to put in place to comply with the new rules and the ti... Read More

This CLE webinar will discuss legal issues attendant with advising family offices established typically by high net worth individuals and families. The program will discuss the Investment Adviser Act as well as employment and executive compensation, and U.S. and foreign income tax issues. Read More

This CLE webinar will provide counsel with context for negotiating intercreditor arrangements by comparing critical aspects of the most common arrangements--first lien/second lien, split collateral, senior/mezzanine, and unitranche structures. The panel will also discuss significant recent trends in... Read More

This CLE webinar will examine the tax and operational issues counsel must consider when structuring a qualified opportunity fund (QOF) for investment in a qualified opportunity zone (QOZ). The panel discussion will include the tax ramifications of capital structure, advantages of using a portfolio c... Read More

This CLE webinar will examine three types of credit support packages that lenders may consider when lending to a private investment fund (Fund). The panel will discuss the credit support features of unfunded equity capital commitments of limited partners (capital commitments), a guaranty and an equi... Read More

This CLE webinar will instruct finance counsel on structuring and documenting cross-collateral/cross-default first and second lien financing transactions. The panel will discuss best practices for negotiating intercreditor agreements to protect the rights of both primary and secondary lien lenders a... Read More

This CLE webinar will examine syndicated loans from the co-lender's perspective. The panel will discuss deal points of particular concern to co-lenders, including pro-rata sharing and waterfall provisions, "sacred rights," assignment provisions, and the ability of the agent to add or remove co-lende... Read More

This CLE webinar will enable finance counsel to structure a revolving credit financing where inventory is the collateral. The panel discussion will include attachment and perfection under the UCC, ensuring a continuing interest in proceeds upon sale, and how best to establish priority over competing... Read More

This CLE webinar will examine legal, procedural, and regulatory issues associated with executing secondary sales. The panel discussion will include buyback vs. third-party purchases, securities compliance, pricing and tax considerations, and rights of first refusal and other provisions that can be i... Read More

This CLE webinar will examine the impact of tax reform on leveraged financing transactions. The panel discussion will include how the new law might affect credit support between affiliates in multinational enterprises, structuring and placement of debt, interest deductibility, and provisions regardi... Read More

This CLE webinar will provide corporate counsel with a framework for adopting deadlock-breaking mechanisms in limited liability company (LLC) operating agreements, and potential state law consequences when no such arrangements are in place. The panel will also discuss arbitration and mediation provi... Read More

This CLE webinar will examine the critical steps in formation and operation of a private equity fund, and identify the most significant trends in private equity fund formation from a capital raising, SEC regulatory, and tax standpoint. Read More

This CLE webinar will discuss the various uses of swaps and other derivative products to hedge risk in loan transactions, how derivatives are integrated into loan documentation, and how to document the swap transaction to ensure consistency with the loan. Read More

This CLE webinar will analyze the legal and economic risks for investment managers and other market participants in the coming transition away from LIBOR and the steps they should take now to mitigate those risks. The panel will discuss recent SEC guidance on how to manage the transition in existing... Read More

This CLE webinar will examine the issues presented by these complex and rapidly evolving terms, and the other so-called "Windstream provisions" that attempt to shield borrowers from net short debt activist investors. Read More

This CLE webinar will examine the purchase, lease, and financing structures available for acquiring aircraft. The panel will examine specific structures involving purchase contracts, security agreements and leasing options. The panel will also discuss underlying concerns for buyers/lessees/borrowers... Read More

This CLE webinar will discuss the formation and structuring of series LLCs and examine the issues and risks lenders face in loan transactions involving series LLCs, including UCC Article 9, the Bankruptcy Code, and treatment of series LLCs under state statutes. Read More

This CLE webinar will discuss equity cure rights provisions in commercial credit agreements. The panel will examine the complex interaction of equity cures with earnings before interest, tax, depreciation, and amortization (EBITDA) financial covenants, forms the equity cure may take when applied in... Read More

This CLE webinar will analyze the mechanics and securities law issues associated with the offering of digital currencies under Reg D and Reg A+. The panel will discuss the Blockstack offering recently approved by the Securities and Exchange Commission (SEC), what it suggests about capital raising fo... Read More

This CLE webinar will provide commercial lending counsel with a review of essential provisions in a split-collateral intercreditor agreement, including the priority of rights, access to collateral and standstill provisions. The panel will address the negotiation of provisions from the perspective of... Read More

This CLE webinar will discuss the pros and cons of convertible debt and priced equity rounds and how to evaluate the optimal deal structure for start-up investment financing rounds. The program will present perspectives from both issuers/owners and investors, as well as look at the current terms and... Read More

This CLE webinar will examine the Subpart F and global intangible low-taxed income (GILTI) rules regarding taxation of controlled foreign corporation (CFC) income, and how those rules impact the structuring of private equity investments and funds. The panel will also discuss new regulations which of... Read More

This CLE webinar will analyze the complex issues associated the right of partners and LLC members to contractually restrict their partners from transferring their interests, which can come in sharp conflict with UCC Article 9 security interests that may override those restrictions. The panel will al... Read More

This CLE webinar will analyze legal challenges to financing Bitcoin, for both bank and non-bank lenders. The panel will also discuss the underlying blockchain architecture for transferring Bitcoin and other cryptocurrencies as well as the issues to address when perfecting a UCC security interest in... Read More

This CLE webinar will examine the impact of recent CFIUS reforms on private investment funds. The panel will discuss the regulatory hurdles and filing requirements created under the Foreign Investment Risk Review Modernization Act (FIRRMA) and how best to structure foreign investments in private equ... Read More

This CLE webinar will provide commercial finance and bankruptcy attorneys with an analysis of the requirements and methods for creating and perfecting security interests in bank accounts, securities accounts, and other investment property to achieve the desired priority. The panel will offer best pr... Read More

This CLE webinar will examine the legal and operational issues in establishing custody of cryptocurrencies and other digital assets on a blockchain or distributed ledger. The panel will discuss custody requirements that apply to various industry players under existing federal securities laws, includ... Read More

This CLE/CPE webinar will provide private equity counsel with a working knowledge of the critical provisions of tax reform for the private investment fund industry. Read More

This CLE webinar will examine the treatment of UCC security interests in debt obligations, intercompany debt/loans, loans called "promissory notes," and other payment intangibles under the UCC. The program will guide counsel in creating and perfecting security interests in these contractual payment... Read More

This CLE webinar will discuss critical issues involved in drafting and negotiating standstill provisions of intercreditor agreements from the perspective of both senior and junior lienholders. Topics the program will address include, among others, the scope, nature, duration and commencement of the... Read More

This CLE program will explain the effect of the Hague Securities Convention on practices under Articles 8 and 9 the Uniform Commercial Code. It will focus upon the circumstances in which new clauses should be inserted into securities account agreements and account control agreements and in which ins... Read More

This CLE webinar will discuss the scheduled phase-out of LIBOR (London Interbank Offered Rate) at the end of 2021, alternative rates and provisions recommended by Alternative Reference Rate Committee (ARRC) of the Federal Reserve Bank of New York, and steps lenders and finance counsel should take no... Read More

This CLE webinar will examine loan provisions that can become critically important in an event of default, including notice and cure, acceleration, default interest, late fees, and prepayment or "make-whole" premiums. The panel will also discuss pitfalls to avoid in enforcement of these provisions a... Read More

This CLE webinar will familiarize finance counsel with the technology and some of the current and potential uses of blockchain and distributed ledger technology (DLT) in commercial finance transactions. The panel will also discuss the legal and regulatory hurdles companies may encounter in moving tr... Read More

This CLE webinar will provide borrowers' and lenders' counsel with a review of the use of EBITDA, leverage ratios and other metrics in loan documentation and financial covenants. The panel will outline critical issues relating to structuring financial covenants, related definitions, and events of de... Read More

This CLE webinar will discuss structuring and negotiating key terms of the agreement among lenders (AAL) in a unitranche facility, focusing on tranching, payment waterfalls, interest and fees skims, voting, buyouts, remedies, standstill provisions, and assignments. The program will also discuss the... Read More

This CLE webinar will instruct lending counsel on critical purchase agreement clauses to protect the lender, including "Xerox provisions," and others intended to benefit and protect the lender. Read More

This CLE webinar will guide counsel in preparing and providing opinion letters for commercial financing transactions involving security interests under Article 9. The panelists will review the scope and limitations of the opinion, the balancing of the interests of opinion givers and recipients, and... Read More

This CLE webinar will discuss the SEC's June 5, 2019 adoption of Regulation Best Interest, Form CRS and other rules and interpretations, and their effect on registered investment advisers, registered broker-dealers and investment companies. Read More

This CLE webinar will examine the impact of tax reform on financial and other covenants in commercial loan documents. The Mayer Brown panel will discuss document revisions a borrower might request to address lower corporate tax rates and other tax law changes, and the lender's perspective on those r... Read More

This CLE webinar will examine the new three-year holding period requirement for carried interests under IRC 1061 and discuss structuring techniques that can preserve long-term capital gains treatment for private equity and hedge fund managers notwithstanding the new tax reform rules. Read More

This CLE webinar will discuss the principle tax ramifications of equity investments in limited liability companies (LLCs) and limited partnerships (LPs) by private equity, venture capital, and angel investment funds. Read More

This CLE webinar will update commercial finance attorneys on the 2010 UCC Article 9 amendments and outline best practices for secured lenders regarding filing and searching methods under the amended rules. The program will also address recent case law developments since the changes became effective. Read More

This CLE webinar will provide an analysis of third-party opinions concerning entity matters in private equity and commercial finance transactions. The panel will base its discussion on the recently published report by the TriBar Opinion Committee on opinions on limited partnerships (LPs) as well as... Read More

This CLE webinar will discuss typical clauses in a syndicated loan agreement and provide best practices for lenders and agents to structure and negotiate loan agreement provisions to protect their rights and interests and avoid being disadvantaged in a multi-lender transaction that goes south. Read More

This CLE webinar will provide borrowers' and lenders' counsel with a review of the use of EBITDA, leverage ratios and other metrics in loan documentation and financial covenants. The panel will outline critical issues relating to structuring financial covenants, related definitions, and events of de... Read More

This CLE webinar will guide counsel on drafting and interpreting exclusions from collateral for contracts and other assets that are subject to restrictions on being pledged by the loan parties. This CLE webinar will also help counsel interpret loan document terms that are often not adequately unders... Read More

This CLE webinar will provide private equity and securities counsel with an update on the current status of Reg A and Reg D, including an analysis of SEC compliance and disclosure interpretations (CDIs) released since the JOBS Act, the FAST Act and accompanying SEC rules went into effect. The panel... Read More

This CLE webinar will cover upcoming changes to the U.S. bank capital rules as well as and how they will impact the commercial lending landscape. The panel will discuss how loan structures and loan documentation and provisions may be changed by lenders to meet these new requirements. Read More

This CLE webinar will provide an up-to-date look at the current regulatory landscape for cryptocurrency issuers, investors and traders. The panel will discuss recent enforcement actions by the SEC, the CFTC, the IRS and FinCEN, and what the measures mean for companies engaged in blockchain ventures... Read More

This CLE webinar will discuss how the meaning of general solicitation in the context of private securities offerings has evolved since the enactment of the JOBS Act and the advent of solicitation online and through social media channels. The program will focus on SEC guidance on general solicitation... Read More

This CLE webinar will examine legal and tactical issues which should be considered by private equity and alternative investment funds when they elect to participate jointly in bidding for a target company or asset. The panel's discussion will include key considerations that should be addressed in a... Read More

This CLE webinar will discuss clawbacks of carried interest paid to private equity fund managers, focusing on the various clawback mechanisms, structuring fund economic provisions and clawback provisions, and the tax ramifications of clawbacks of carried interest. Read More

This CLE webinar will provide finance counsel with an analysis of the enforceability of loan guaranties, including bad boy agreements in bankruptcy. The panel will also discuss potential liabilities for the lender and common defenses, and outline best practices for lenders and guarantors to enforce... Read More

This CLE webinar will examine provisions that should be included in investment fund LLC or limited partnership agreements to facilitate future financing. The panel will discuss what commercial lenders require in connection with capital call and other credit facilities, and how to structure entities... Read More

This CLE webinar will compare and contrast the critical terms in U.S. and European second lien intercreditor agreements. The panel will discuss how the differences in restructuring or insolvency law may dictate significantly different provisions regarding enforcement, payment and other contract lang... Read More

This CLE webinar will examine the existing regulatory framework around "restricted securities" (RS), and the avenues available for issuers and investors to offer and sell RS. The panel will also discuss the contractual restrictions that issuers often place on the transfer of RS and key provisions th... Read More

This CLE webinar will prepare lenders' counsel to draft pledge and other agreements that establish a security interest in partnership and LLC interests. The panel will outline corresponding provisions that should be included in the borrower's operating or partnership agreement to maximize protection... Read More

This CLE program will provide counsel to commercial investors and sponsors with a review of legal developments in co-investments for private equity, investment structures, key deal terms, and tax considerations. The panel will provide insights and perspectives into opportunities and risks for both s... Read More

This CLE webinar will discuss securities law compliance issues attendant with M&A transactions. The program will focus on the most commonly used safe harbor for an exemption from registration under the Securities Act of 1933, Regulation D, and how to use it in an M&A transaction. The program will di... Read More

This CLE webinar will provide banking and finance counsel with the knowledge to properly document and close SBA loans. The program will cover the terms and conditions of a Section 7(a) loan and the CDC/504 acquisition/equipment financing mortgage loans. The program will discuss recent changes and de... Read More

This CLE webinar will examine the new IRS partnership audit rules and their impact on private equity and investment funds. The panel will discuss the changes that should be made now in partnership and LLC agreements in contemplation of the new rules, the elections available to smaller partnerships t... Read More

This CLE webinar will examine recent initiatives by Congress and the SEC to encourage capital formation and reduce disclosure requirements for public and private issuers. The panel discussion will include simplification of disclosure requirements under Regulation S-K and Regulation S-X, the new defi... Read More

This CLE webinar will provide borrowers' and lenders' counsel with a review of the use of EBITDA, leverage ratios and other metrics in loan documentation and financial covenants. The panel will outline critical issues relating to structuring financial covenants, related definitions, and events of de... Read More

This CLE webinar will examine current market terms and conditions for leverage loans and high-yield bonds, and characteristics common to each type of financing. The panel will discuss various covenants, including additional debt provisions, equity cures, builder baskets, and other key terms and cond... Read More

This CLE program will examine how a warehouse line of credit is documented between a mortgage loan originator and its warehouse lender, the representations and warranties made by the loan originator, and the remedies for breaches. The panel will also discuss the perfection of the lender's security i... Read More

This CLE webinar will analyze recent SEC guidance regarding primary and secondary sales of tokens. The panel will discuss the criteria that the SEC considers in determining whether digital tokens are securities for purposes of the Securities Act and the Exchange Act, and the implications for issuers... Read More

This CLE/CPE webinar will discuss the key features of tax receivable agreements (TRAs) in various contexts, the impact of tax reform on the structuring of TRAs, and due diligence and other issues for hedge funds and other investors considering purchasing TRAs. Read More

This CLE webinar will examine incremental loan facilities, including key loan terms such as incremental capacity, conditions precedent, most favored nation (MFN) provisions and incremental equivalent debt or "sidecar" agreements. The panel will look at issues from both lender and borrower perspectiv... Read More

This CLE webinar will examine various issues sponsors must consider in restructuring an investment fund. The panel discussion will include the threshold due diligence to conduct, the fiduciary duty the sponsor owes existing investors, and the deal points to resolve with incoming investors. Read More

This CLE webinar will outline ERISA considerations for lenders providing subscription and other credit facilities to private investment funds that have pension funds, retirement plans and other ERISA-regulated entities as investors. The panel discussion will include descriptions of the representatio... Read More

This CLE webinar will brief counsel on the proper use of UCC3 financing amendment and termination statements, identify potential pitfalls that can result in the lender's loss of secured interest or priority of lien, and offer best practices for secured parties to avoid unnecessary risks and costly m... Read More

This CLE webinar will provide commercial finance and private equity counsel with a review of corporate venture capital (CVC) investments in startups. The panel will discuss the differing objectives of corporate vs. pure venture capital investors and how those objectives are reflected in deal points... Read More

This CLE webinar will examine the new SEC guidance regarding disclosures that must be made by public companies relating to cybersecurity risks and incidents. The panel will discuss how best to strike a balance between providing adequate disclosure and protecting company information systems. The pane... Read More

This CLE webinar will examine the registration, valuation and listing process for direct listing of shares on the New York Stock Exchange (NYSE) without a prior or simultaneous initial public offering (IPO) registered with the Securities and Exchange Commission under the Securities Act of 1933. The... Read More

This CLE webinar will discuss the first crucial steps for fund managers, investment advisers, broker-dealers and other participants in the investment fund industry to comply with Europe's new data protection regulation. The panel will examine contractual revisions and internal governance measures th... Read More

This CLE webinar will examine the options available to litigators to finance litigation costs and how third-party investors underwrite and structure funding arrangements. The panel will also discuss issues associated with third-party involvement, including undue influence, conflicts of interest and... Read More

This CLE webinar will provide finance counsel with an understanding of Term Loan B (TLB) transactions and how they can be structured to complement conventional bank loans while providing borrowers with access to non-bank financing on less restrictive terms. Read More

This CLE webinar will provide finance counsel with the tools to structure around legal, political and economic risks encountered in cross-border lending. The panel will discuss choice of law provisions, foreign guarantors, exit strategies where access to collateral may be impaired, credit default sw... Read More

This CLE webinar will analyze the prepayment features of syndicated, mezzanine and second lien term loans. The panel will discuss provisions currently used in each type of loan to balance the borrower's need for flexibility in future operations with the lender's need for call protection and preservi... Read More

This CLE webinar will discuss key issues involved in drafting and negotiating standstill provisions of intercreditor agreements from the perspective of both senior and junior lienholders. Topics the program will address include, among others, the scope, nature, duration and commencement of the stand... Read More

This CLE webinar will provide commercial finance counsel with a discussion of items commonly carved out of Article 9 blanket liens, either by operation of law or by market practice. The panel will also review purchase money security interests, which are "super liens" that trump existing blanket lien... Read More

This CLE webinar will provide an analysis of the SEC's pay ratio disclosure rules, and how the pay ratio calculation should be reflected in proxy statements. Read More

This CLE webinar will examine Rule 206(4)-1 of the Investment Advisers Act of 1940 (the Advertising Rule) and key issues recently identified by the SEC's Office of Compliance Inspections and Examinations (OCIE) in its examination of investment adviser marketing practices. The panel will discuss adve... Read More

This CLE webinar will discuss structuring preferred equity investments (PEIs) from the perspectives of the sponsor and investor. The panel will review how PEIs compare with debt and other equity investments and discuss key protective covenants and tax considerations in structuring PEIs. Read More

This CLE webinar will provide borrowers' and lenders' counsel with a review of the use of EBITDA, leverage ratios and other metrics in loan documentation and financial covenants. The panel will outline key issues relating to structuring financial covenants, related definitions and events of default... Read More

This CLE webinar will examine the Custody Rule as currently interpreted and enforced under the Investment Company Act of 1940 (the Act). The panel will discuss recent SEC guidance on imputed custody and standing letters of authorization, disclosure requirements, and best practices for investment adv... Read More

This CLE webinar will provide a framework for U.S. attorneys to give opinions in cross-border transactions, including enforceability, authority, choice of law, dispute resolution, no violation of U.S. law, and more. The panel will discuss how differences in custom and practice between U.S. and non-U... Read More

This CLE webinar will equip finance counsel to structure and document merchant cash advance transactions. The panel will discuss recent cases that distinguish merchant cash advances (MCAs) from conventional loans, and outline best practices for avoiding loan categorization, perfecting a UCC security... Read More

This CLE webinar will instruct counsel for private equity (PE) fund managers on the disclosure issues and conflicts of interest associated with fund fees and expense allocations. The panel will discuss recent SEC actions, and best practices in administration and reporting that will pass muster with... Read More

This CLE webinar will enable finance counsel to structure secondary credit facilities secured by limited partnership (LP) interests and related assets in private equity and hedge funds. The panel will discuss alternative deal structures, the deal terms related to each, and pitfalls to avoid. Read More

This CLE webinar will discuss the rise of real estate general partner (GP) private equity funds and key legal issues implicated by them. The program will analyze key deal terms of GP funds and provide insights and perspectives into opportunities and risks for both sponsors and investors. Read More

This CLE webinar will provide finance and energy counsel with the tools to structure a private equity fund dedicated to investment in renewable energy projects. The panel will discuss the advantages of the private equity model, and the ways in which energy private equity (EPE) funds are similar too... Read More

This CLE webinar will analyze the criteria for qualifying as a foreign private issuer (FPI) for purposes of securities registration, and review best practices for documenting and obtaining FPI status and reduced reporting requirements afforded FPIs. The panel will also discuss new guidance released... Read More

This CLE webinar will discuss current Basel III standards and how they have impacted the commercial lending landscape. The program will look at the impact of the standards on terms and conditions of loan structures and loan documentation provisions that have been changed by lenders to meet Basel III... Read More

This CLE webinar will examine recent SEC actions against investment advisers, and the procedures and safeguards they should implement to prevent such claims. The panel will discuss conflicts of interest, non-disclosure of fees and expenses, misappropriation, misstatement of investment performance, a... Read More

This CLE webinar will discuss risks lenders face when a borrower or other creditor challenges payments made by the borrower to the lender as a fraudulent transfer either in bankruptcy or under the Uniform Voidable Transactions Act. The program will discuss lender strategies for minimizing the risks... Read More

This CLE webinar will prepare counsel who advise lenders holding equity interests as collateral in commercial loans to properly perfect the security interests and to evaluate and pursue enforcement remedies in the event a borrower defaults. Read More

This CLE webinar will provide guidance on structuring anti-assignment clauses in secured debt financing agreements and interpreting financing agreement terms that are often not properly understood, including "ordinary course of business," "best efforts," "reasonable best efforts" and "commercially r... Read More

This CLE webinar will discuss clawbacks of carried interest paid to private equity fund managers, focusing on the various clawback mechanisms, structuring fund economic provisions and clawback provisions, and the tax ramifications of clawbacks of carried interest. Read More

This CLE webinar will address what investment advisers who operate a funding platform for Rule 506 offerings need to consider in conducting their business. The program will also explore when broker-dealer registration is required. Read More

This CLE webinar will analyze the newly finalized regulations regarding uncleared swap margin requirements, how the new changes impact the ability of financial institutions to enter into over-the-counter swaps generally, and how collateral documentation will need to be revised to ensure that derivat... Read More

This CLE webinar will address the basics of structured finance facilities, including isolation of assets, bankruptcy-remote structures and waterfall technology.The program will focus on understanding these facilities and - in particular - their importance and application inside a capital structure t... Read More

This CLE webinar will compare and contrast four types of private securities offerings under SEC Rule 506 utilizing different types of solicitation tools: * Rule 506(b) without using a technology platform to communicate the offering to investors * Rule 506(b) using a technology platform to communic... Read More

This CLE webinar will provide counsel with strategies for restructuring a distressed loan, focusing on equity cure rights and loan amendment and modification techniques. The program will discuss strategies from the perspectives of both lenders and borrowers to execute a successful and efficient work... Read More

This CLE webinar will discuss the rising trend of restructuring end-of-fund-term and other nonviable private equity funds, developing market practice for fund restructurings, and best practices to negotiate restructuring terms, minimize conflicts of interest and avoid regulatory scrutiny. Read More

This CLE webinar will prepare business and finance counsel in structuring loan transactions in which stock, bonds, mutual funds and other investment vehicles are used as collateral to secure the loan. The program will address how to properly perfect the security interests while complying with Regula... Read More

This CLE webinar will discuss SEC rules and counsel due diligence in Reg D Rule 506 private offerings regarding the issuer's verification obligations that investors in the offering meet the definition of "accredited investors" and that people associated with issuers and intermediaries are not "bad a... Read More

This CLE webinar will prepare counsel with a discussion of the process for conducting concurrent securities offerings pursuant to Regulation D and Regulation S under the Securities Act, liability and associated disclosure considerations, and the drafting and negotiating of the purchase agreement and... Read More

This CLE webinar will analyze the current state of the investment market that has given rise to alternative funds such as industry pledge funds, managed accounts, deal-by-deal structures, and other combo funds blending features of blind-pool/committed and pledge funds. The panel will review the pros... Read More

The CLE webinar will analyze key legal issues in Reg A+ offerings and discuss practical considerations in advising companies that plan to pursue a Regulation A+ IPO. The program will also discuss the recently enacted FAST Act for smaller and emerging growth companies. Read More

This CLE webinar will discuss the latest developments in Investment Adviser Compliance and Reporting. The program will cover upcoming 2016 Form ADV Filings and the SEC's proposed rules to expand ADV reporting responsibilities. The program will also cover OCIE examination priorities, including its ne... Read More

This CLE webinar will provide guidance to finance counsel for evaluating and structuring acquisition financing in the current market. The panel will discuss recent trends and practical strategies for approaching loan documentation. Read More

This CLE webinar will provide commercial finance counsel with a discussion of items commonly carved out of Article 9 blanket liens, either by operation of law or by market practice. The panel will also review purchase money security interests, which are "super liens" that trump existing blanket lien... Read More

This CLE webinar will offer guidelines for counsel advising lenders dealing with in-transit inventory financing. The panelists will share their experiences on the key pitfalls presented by financing in-transit inventory and outline strategies for perfecting security interests, enforcing remedies and... Read More

This CLE webinar will provide guidance for counsel to commercial borrowers and lenders facing a mezzanine loan foreclosure under Article 9 of the Uniform Commercial Code (UCC). The panel will outline best practices for lenders to carry out a UCC foreclosure on a mezzanine loan. Read More

This CLE webinar will discuss key bank regulatory actions taken designed to address bank capital, leverage and liquidity, particularly the Leveraged Lending Guidance, Capital Requirements, Liquidity Coverage Ratio (LCR) and the Net Stable Funding Ratio (NSFR). The program will focus on the impact of... Read More

This CLE webinar will discuss the process for conducting securities offerings pursuant to Rule 144A and Regulation S under the Securities Act, liability and associated disclosure considerations, the drafting and negotiating of the purchase agreement, registration rights agreement (if any) and other... Read More

This CLE webinar will discuss the varying structures of unitranches that are in the market today, considerations regarding the enforceability of Agreement Among Lenders ("AALs"), and the Delaware Bankruptcy Court's recent consideration of the RadioShack Corp. AALs. Read More

This CLE webinar will prepare commercial finance counsel to anticipate potential pitfalls and draft provisions in intercreditor agreements that protect lenders in mezzanine and second-lien financing transactions. Read More

This CLE webinar will discuss commercial loan and equity lending deal terms for middle market businesses, negotiation points from both borrower and lender perspectives, and the outlook for lending and deal terms in 2015. Read More

This CLE program will discuss market trends for IPOs of private equity-sponsored companies, the impact of the JOBS Act, and legal issues involved in preparing for an IPO, including stockholder arrangements, SEC and SOX financial reporting, and disclosures and corporate governance and control issues. Read More

This CLE webinar will discuss the evolving use of poison put provisions in debt financings, various forms of poison put scenarios and the recent case law developments on the enforceability of these provisions. Read More

This CLE webinar will examine market trends and terms in middle market leveraged finance deals for PE acquisitions, as well as typical capital structures in connection with such transactions. Read More

This CLE webinar will guide finance counsel on how to navigate the complexities of the many new federal laws and rules that govern the offer and sale of asset-backed securities and subsequent periodic reporting. The program will analyze the effects of the newly-finalized Regulation AB II and credit... Read More

This CLE webinar will provide fianance market participants with an analysis of recent trends in syndicated loan documentation - amend and extend transactions, borrower and affiliate lender buybacks, cashless rolls, disqualified institutions and pro-rata sharing. The panel will discuss how to structu... Read More

This CLE webinar will provide commercial finance and private equity counsel with a review of recent legal developments impacting managers of private equity funds and other private investment vehicles. The panel will discuss guidance by the SEC's Division of Investment Management and SEC enforcement... Read More

This CLE webinar will provide banking and commercial finance counsel with an analysis of covenant-lite loans, typical provisions, key elements, how they compare to earlier terms, as well as market trends for U.S. middle market deals and European deals. Read More

This CLE webinar will provide finance counsel with an analysis of mortgage notes under UCC Articles 3 and 9 and state foreclosure laws. The panel will discuss how to reconcile the UCC and state law with respect to the ownership, transfer, and enforcement of mortgage notes and mortgages. Read More

This CLE webinar will prepare lending and commercial finance counsel to understand mezzanine financing as an alternative financing source for middle market companies in the evolving credit market. The panel will explain how to identify when mezzanine financing is viable and best practices for struct... Read More

This CLE webinar will provide finance counsel for lenders and funds with a briefing on current trends and terms of subscription loan or capital call commitment facilities for investment funds. The panel will outline approaches for structuring the loan facility, examining the underlying fund structur... Read More

This CLE webinar will discuss the structure of unitranche loan facilities, the differences between unitranche loan facilities and first/second lien facilities and senior/mezz facilities, current trends in the unitranche loan facility "market," and potential enforcement issues with (AALs) after a def... Read More

This CLE webinar will discuss the risks and benefits of convertible preferred stock for investors and companies in negotiating convertible preferred term sheets to fully capture the benefits of the investment. The panel will discuss drafting considerations for key terms including liquidation prefere... Read More

This CLE webinar will discuss debt financing traditionally available to emerging companies--bank and non-bank term loans, working capital facilities and equipment financing. The program will analyze current market loan terms and conditions, borrower negotiation of the term sheet, and lender due dili... Read More

This CLE webinar will brief commercial finance attorneys on changes under UCC Article 9 amendments and outline how practitioners should adjust their search methods and due diligence practices in light of the new rules. Read More

This CLE webinar will provide commercial finance counsel with a drill down on the uses and calculation of EBITDA in our evolving credit market. The panel will specifically identify common add-backs to EBITDA in standard middle market deals, as well as sponsored private equity deals. Read More

This CLE webinar will provide commercial finance counsel with a review of recently effective Title VII regulations for swaps and derivatives. The panel will focus on implementation, the clearing process and execution, choices and extraterritorial applications that apply to hedge funds, end users, an... Read More

This CLE webinar will provide commercial finance attorneys with a review of loan buyback provisions, explaining how they can fail to protect non-affiliated lenders and offering approaches to negotiate and draft to address non-affiliated lenders' concerns. Read More

This CLE webinar will focus on the impact of the SEC changes to Regulation D and Rule 506 which will take effect mid-September, discuss new opportunities for advertisement for private placements, and address "bad actor" provisions and the proposed changes to private placement provisions to increase... Read More

This CLE webinar will provide practitioners with an analysis of issues that arise in multi-lender syndicated loan agreements. The panel will outline how to draft clauses to protect all parties to the agreement and bolster the enforceability of provisions in the face of a lender default or insolvency... Read More

This CLE webinar will provide commercial finance counsel with a review of business development companies (BDCs), which are emerging as a capital-raising alternative. The panel will offer strategies for taking advantage of opportunities while minimizing legal risks for finance counsel to investors an... Read More

This CLE webinar will provide banking and commercial finance counsel with an analysis of cov-lite loans, including current market conditions favoring the loans, typical provisions, and key elements. The panel will discuss the benefits and disadvantages of cov-lite loans for borrowers and lenders. Read More

This CLE webinar will provide business counsel with a review of Regulations U and X, Rule 144, and UCC Articles 8 and 9, focusing on how to structure financing secured by stock, hedge fund shares, 40 Act companies and other investment vehicles. Read More

This CLE webinar will prepare commercial finance counsel to understand mezzanine financing as a financing alternative in the evolving credit market, identify when this method is viable, and explain structuring such transactions in light of the wide range of choices available. Read More

This CLE webinar will review the practical implications of recent UCC developments on lenders' security interests. The panel will discuss the impact on mortgage notes, treatment of limited liability partnerships, anti-assignment terms on security interests, recent case law, and a summary of the stat... Read More

This CLE webinar will provide banking counsel with an analysis of the requirements and methods for creating and perfecting security interests in bank accounts, securities accounts and other investment property. The panel will offer best practices for drafting and negotiating control agreements and a... Read More

This CLE webinar will provide commercial finance counsel with a review of the factors involved when negotiating and drafting key terms in equipment leases and lease-financing transactions, including characterization, UCC, tax and accounting provisions. Read More

This CLE webinar will provide borrowers' and lenders' counsel with a review of loan documentation recent trends and best practices for structuring covenants and events-of-default clauses in commercial loans. Read More

This CLE webinar will provide commercial finance counsel with a review of the most significant provisions of the JOBS Act. The panel will focus on how this law expands capital-raising options for small, mid-market and emerging companies and the law's effect on the IPO and private placement process. Read More

This CLE webinar will provide guidance for counsel structuring financing for public-private partnership infrastructure projects. The panel will offer best practices for allocating legal risk and will also analyze critical tax planning strategies when structuring the deal. Read More

This CLE webinar will focus on actionable default in secured transactions and discuss the numerous enforcement options and remedies available to secured parties under Article 9 of the UCC, highlighting best practices for lenders to follow upon borrower's default. Read More

This CLE webinar will provide guidance to lenders' counsel in perfecting security interests. The panel will discuss the impact of UCC 2010 Amendments and outline best practices for maintaining perfection over the course of the loan. Read More

This CLE webinar will prepare commercial finance counsel to leverage the small business investment company (SBIC) program as a capital raising alternative. The panel will identify when this option is viable, discuss accessing leverage commitments, and outline how to navigate licensing requirements. Read More

This CLE webinar will provide guidance to counsel for lenders and borrowers on negotiating loan commitment letters. The panel will outline best practices for enforcing loan commitments and resolving disputes. Read More

This CLE webinar will provide banking counsel with an analysis of the requirements of letters of credit and bank demand guarantees. The panel will discuss distinctions between the various documents and provide best practices for drafting documents in domestic and international commercial transaction... Read More

The CLE webinar will discuss trends in loan documentation and provide best practices to borrowers' and lenders' counsel for structuring covenants, representations and warranties in commercial loans. Read More

This CLE webinar will provide guidance to corporate finance counsel for navigating the IPO process and outline strategies for meeting the legal and practical challenges that arise during IPO planning. Read More

This CLE webinar will provide strategies for counsel advising private companies on alternative routes to go public with the goal of accessing capital markets. The panel will discuss recent trends for going public, outlining a variety of APO options, benefits associated with each and regulatory chang... Read More

This CLE webinar will provide strategies for borrowers' and lenders' counsel negotiating event of default provisions in commercial loans. The panel will discuss the impact of the economic crisis, recent litigation trends, and key court rulings affecting the enforcement of default provisions. Read More

This CLE webinar will provide counsel for lenders and financial institutions with a review of how insurance proceeds are treated under the UCC and bankruptcy law. The panel will discuss recent legal developments impacting insurance requirements in financing transactions and outline loss mitigation s... Read More

This CLE webinar will prepare corporate counsel to overcome the legal and practical challenges associated with going private transactions, including fiduciary duty issues, procedural requirements and mandatory disclosures. Read More

This CLE webinar will provide guidance to counsel advising issuers and institutional investors on the emerging use of at-the-market offerings as a financing alternative. The panel will offer strategies for leveraging the new financing opportunity while managing legal and business risks. Read More

This CLE webinar will provide guidance on debt exchange offers for counsel to companies seeking to restructure their balance sheets and mitigate debt service requirements. The panel will examine current trends in the use of debt exchange offers, explain how exchange offers are being structured, and... Read More

This CLE webinar will offer guidance to counsel for issuers, investors and trustees, who are defending, bringing or entangled in lawsuits alleging issuer fraud in concealing the risks of investing in collateralized debt obligations. The panel will review recent CDO litigation and discuss strategies... Read More

This CLE webinar will discuss the types of acquisition deals and conditions for which CVRs are most suited and provide best practices for negotiating and structuring deals involving CVRs in a way that benefits and protects both buyers and sellers. Read More

This CLE webinar will discuss how companies and counsel can mitigate the legal risks involved in mergers and acquisitions, including the development and implementation of an effective due diligence program and best practices for efficient integration. Read More

This CLE webinar will examine what works and does not work in the SEC Wells process. The panel will provide strategies for counsel representing corporations in SEC enforcement actions on evaluating whether and how to use the Wells process to settle investigations. Read More

This seminar will review current SEC enforcement activities and best practices for responding to an SEC subpoena, including protecting attorney-client and work product privileged documents. The panel will review strategies to prevail in an SEC investigation. Read More

This seminar will discuss strategies for negotiating indemnification provisions in M&A deals to protect buyers and sellers and reduce post-closing disputes. Read More

This seminar will examine the use of intellectual property assets in arranging financing, which has emerged as a valuable alternative financing strategy in the current economy. The panel will review key legal issues for borrowers and lenders to minimize the risks associated with the use of IP as col... Read More

This seminar will review Business Development Companies, which are re-emerging as a capital-raising alternative for businesses. The panel will offer strategies for taking advantage of opportunities while minimizing legal risks for finance attorneys and counsel to private equity and venture funds. Read More

This seminar will analyze the methods and requirements for perfecting security interests in bank deposits, security accounts and other investment property for legal counsel. The panel will offer best practices for drafting and negotiating control agreements and offer perspectives on the ABA model co... Read More

This seminar will examine due diligence and valuation strategies for M&A deals involving IP assets. The panel will discuss how to structure M&A transactions involving IP assets--in and out of bankruptcy--to maximize opportunity and minimize legal risk for buyers and sellers. Read More

This seminar will discuss new opportunities in distressed M&A and offer best practices for deal counsel who are involved in structuring deals both inside and outside of a bankruptcy proceeding. Read More

This seminar will examine the most common terms and structures being used by M&A counsel to keep deals flowing in the current economy. The panel will evaluate financing and structure alternatives and provide strategies for counsel to buyers and sellers to minimize risks in various structures to clos... Read More

This seminar will examine the restructuring alternatives available for high yield bonds, legal considerations when restructuring, and strategies for choosing and implementing the various alternatives. Read More

This seminar will discuss emerging and shifting trends in capital-raising strategies, analyze emerging financing structures, and evaluate the financing opportunities for issuers, investors, shareholders and investment banks. Read More

This seminar will discuss the current gray areas surrounding the enforceability of intercreditor agreements in bankruptcy proceedings and offers best practices for negotiating an enforceable agreement. Read More

This seminar will discuss current trends amid the economic crisis that surround the use and interpretation of material adverse change (MAC) clauses. The panel will offer their strategies for negotiating and litigating MAC clauses in merger agreements. Read More

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