Third-Party Risk: Tailoring Contract Clauses, Covenants, and Certifications to Enhance Compliance in a Global Market
Minimizing FCPA and Related Anti-Corruption Risks and Maximizing Key Compliance Safeguards
Recording of a 90-minute CLE webinar with Q&A
This CLE course will provide practical guidance for developing effective business ethics and compliance controls when contracting with various types of third parties. The panel will explain how businesses can leverage ethics and compliance clauses and certifications to mitigate liability risks under global anti-corruption laws such as the FCPA and the UK Bribery Act. The panel will also examine the pitfalls of agreeing to ethics and compliance clauses in third-party agreements that are overly broad, ambiguous, or otherwise disproportionate to the engagement.
Factors driving the increase in ethics and compliance contract clauses and certifications
- Increased enforcement of anti-corruption and other fraud-related statutes
- Government expectations that corporations assure their business partners act ethically and in full compliance with applicable laws.
Impact of ethics and compliance clauses and certifications on businesses
- Disclosures on sensitive business operations, investigations, or previously unrevealed settlements
- Expansive and/or disproportionate contractual obligations
- Overly broad audits by business partners
Identifying and analyzing ethics and compliance clauses and certifications
- Determining whether a certification or clause is legally appropriate
- Considering methods to comply with such clauses and certifications
- Examples of ineffective and disproportionate clauses and certifications
- Considerations in determining whether to include ethics and compliance provisions in contracts and certifications
- Best practices for drafting effective compliance clauses and certifications
The panel will review these and other key questions:
- What is driving the increase in the inclusion of ethics and compliance provisions in contracts and certifications between businesses and third parties?
- What are the benefits of including ethics and compliance clauses in third-party contracts? What are the risks of not including them?
- What are considerations counsel should take into account when deciding whether to include ethics and compliance clauses in contracts and certifications?
- What impact do ethics and compliance clauses and certifications have on international contracts or agreements (with multi-jurisdictional components)?
- What are some best practices for drafting effective ethics and compliance clauses and certifications with respect to third-party engagements?
Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.
Margaret M. Cassidy
Ms. Cassidy's practice focuses on corporate compliance, internal investigations and white collar criminal defense.... | Read More
Ms. Cassidy's practice focuses on corporate compliance, internal investigations and white collar criminal defense. She has provided expertise on matters related to anti-corruption, the Foreign Corrupt Practices Act, ethics laws, the False Claims Act, political activity, government procurement, and conflicts of interest. As a seasoned criminal litigator, Ms. Cassidy has also tried over 100 jury and non-jury criminal cases to verdict.Close
John P. Cunningham
Baker & McKenzie
Mr. Cunningham concentrates his practice on internal investigations, anti-corruption compliance, and white collar... | Read More
Mr. Cunningham concentrates his practice on internal investigations, anti-corruption compliance, and white collar criminal defense. He has experience in a broad range of compliance and dispute resolution matters, including corporate and regulatory investigations, FCPA and global anti-corruption compliance, compliance program development, anti-corruption due diligence, money laundering, fraud, asset forfeiture, and related civil litigation.Close
Director, Office of General Counsel
Ms. Mitchell is responsible for delivering and supervising legal support for PwC’s national practice on state... | Read More
Ms. Mitchell is responsible for delivering and supervising legal support for PwC’s national practice on state & local government and multi-lateral matters. She has experience providing legal advice and transactional support on a variety of transactions in the state & local government marketplace, including RFP and proposal reviews, contract structuring, drafting and negotiations, and counseling and educating business teams on procurement ethics.Close