Boilerplate Provisions During Economic Uncertainty

Wind Down, Business Continuity, Force Majeure, Restrictive Covenants, Suspension of Obligations, Termination, Dispute Resolution, Self-Help and Other Provisions

Recording of a 90-minute CLE video webinar with Q&A


Conducted on Wednesday, February 10, 2021

Recorded event now available

or call 1-800-926-7926
Program Materials

This CLE webinar will focus on the boilerplate provisions, including force majeure clauses, that are most relevant in the economic downturn and other business challenges created by COVID-19. The panel will guide counsel on the types of clauses and portions of contracts that typically appear in commercial leases, purchase/sales and other agreements that the parties should assess or consider in form and/or negotiated contracts.

Description

Force majeure is a legal term that has become increasingly familiar outside of the legal field in the aftermath of the business challenges faced in 2020 (and beyond) due to the COVID-19 pandemic and the related economic fallout. However, force majeure is not the only boilerplate or general provision in a typical commercial contract to reexamine under the current circumstances.

The global effects resulting from COVID-19 has led to a reconsideration of several standard provisions. While use of boilerplate language may create consistency and enforceability in contracts, the current climate reinforces best practices that all contracts should be specifically tailored for the parties and circumstances of the arrangement.

Based on these new challenges, counsel should consider revisiting and revising standard provisions of client agreements means of notice regarding delays or shortages, including acceptance or rejection of sales orders, business continuity wind down, force majeure, restrictive covenants, suspension of obligations, termination, dispute resolution, self-help and other provisions.

Listen as our expert panel discusses boilerplate provisions, the impact of COVID-19 and the economic downturn on certain aspects of commercial contracts, and creating an approach that creates boilerplate provisions to mitigate future risk.

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Outline

  1. Force Majeure
  2. Sales contract issues, such as the ordering process, delivery, notice and mitigation
  3. Wind down
  4. Business continuity
  5. Contract termination, rescheduling and cancellation flexibility
  6. Exclusivity and other restrictive covenants
  7. Dispute resolution
  8. Self-help and step-in rights

Benefits

The panel will review these and other key issues:

  • How can the ordering process in contracts related to accepting orders and rejecting non-conforming goods be addressed
  • What types of notice must be provided when delays of performance are anticipated?
  • How do draft for business continuity and potential wind down of one of the parties issues
  • How to address dispute resolution processes
  • When can a party to a commercial contract exercise self-help?

Faculty

Bistrow, Mikel
Mikel R. Bistrow

Partner Of Counsel
Dinsmore & Shohl

Ms. Bistrow is a member of the firm’s Corporate & Transactional Department with a vast practice that includes...  |  Read More

Weise, Steven
Steven O. Weise

Partner
Proskauer Rose

Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those...  |  Read More

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