A conversation with Jennifer Cohen, a former LawMeets National Champion

 

Jennifer Cohen (University of Southern California Gould School of Law), a National Champion of the 2013 Transactional LawMeet, talked to us about her experience with LawMeets.

How do you feel your experience with LawMeets has benefited/will benefit your career? 
 LawMeets has provided me with the opportunity to draft and negotiate an agreement, something that is difficult to do in a classroom setting.  Having participated in LawMeets, I am now more familiar with the process of negotiating a deal, merger agreements, and some of the issues that arise in negotiations.
What did you like most about your experience with LawMeets?
 My favorite part about participating in LawMeets was receiving feedback from the judges, who were all partners at top tier law firms.  The judges provide feedback immediately after each negotiation, allowing the partners to address the strengths and weaknesses of each participant individually.  I think in practice, it is rare to receive such tailored and immediate feedback, making it very valuable as a law student.
What did you not like or think needed improvement with LawMeets?
 The conference calls were really long and many teams repeated questions that had already been asked.  I would suggest instituting a penalty for teams that ask a repeat question.
 What advice do you have for law students who are interested in transactional work?
  I would definitely recommend participating in LawMeets, as it was the most practical transactional experience I had in law school aside from working at a firm during the summer.  I would also suggest trying to take more practical classes that involve contract drafting and negotiations.
Thank you, Jennifer, for taking the time to talk to us today!

 


Jason of Law School Live reviews “Due Diligence”

Our friend Jason, author of the blog “Law School Live,” has completed his final review of our Basics of Acquisition Agreements open course. This time, he reviews the final module, Due Diligence. You can read his post here. Thanks so much, Jason, for sharing your opinions on our course!


Want to know more about LawMeets?

Learn more about the pedagogy behind LawMeets here with this interview with our founder, Karl Okamoto.


Thank you to the 2013 IP LawMeets Sponsors!

We at LawMeets would like to recognize the sponsors of our 2013 IP LawMeet. Our national sponsors are: Woodcock Washburn LLP, Bloomberg Law, Practical Law Company, and Rembrandt IP Management.

We would also like to thank our regional sponsors. Lando & Anastasi and Ropes & Gray LLP are the sponsors for the East Coast Regional Meet at Suffolk University Law School, and Wilson Sonsini Goodrich & Rosati and Santa Clara Law High Tech Law Institute are the sponsors for the West Coast Regional Meet at Santa Clara University School of Law.

Thank you to all our sponsors for helping to make the 2013 IP LawMeet possible!


Jason, author of Law School Live, reviews “Indemnification”

Jason, author of the blog Law School Live, has just completed his review of “Indemnification,” the third exercise in Basics of Acquisition Agreements. Read his opinion here and share your own by commenting on his blog post, or on our Facebook or Twitter pages. We love hearing Jason’s opinions of our MOOC and would enjoy hearing yours as well.


A conversation with Jay Finkelstein, Basics of Acquisition Agreements expert

Jay Finkelstein of DLA Piper is one of the experts in our Basics of Acquisition Agreements open online course. Jay has three decades of experience in international and domestic negotiated transactions, mergers and acquisitions, joint ventures, securities offerings, corporate structuring, general contractual relationships and general corporate law.

 

We’re happy to share the conversation we had with Jay about his career and his involvement with LawMeets.

Jay Finkelstein

Jay Finkelstein

How did you learn to practice law?

I learned my core area of practice, transactional law, after graduating law school, joining a law firm, and being involved in transactions.  It was the traditional way:  on-the-job training, where I was taught by observing more senior lawyers, reviewing/drafting transactional documents, and becoming involved in transactional process.  As was the custom, my time was billed to the clients.  I was fortunate to have a business/economics background, so I had a context for understanding transactions.  Within about two or three years, I had developed the basic knowledge and general experience necessary to function as a transactional lawyer.

 

Share with us your favorite “war story” from your early years in practice.

Early in my practice I experienced the first of various economic down-cycles that have occurred during my career.  As a result, I became involved in a number of transactions involving workouts, restructurings, bankruptcy sales, and similar transactions.  There is no better training to be a transactional lawyer than to review and evaluate documents in a workout scenario, because it highlights what can go wrong and illuminates why all of those “boilerplate” provisions in the “back of the document” are so important.  You become a much better transactional lawyer once you have witnessed what can go wrong in a transaction and how document language failed to work in the negative environment.  Thereafter, with the benefits of 20-20 hindsight, you are better prepared to structure new transactions more comprehensively and create better document frameworks.

 

Why did you agree to be an expert for this massive open online course – Basics of Acquisition Agreements? 

I have been developing methodology for teaching transactional practice in an experiential learning model for over 10 years so that current law students can learn in law school what I was not taught during my years of study.  Providing more transactional law classes is critical since it has become uneconomic to provide the same “on the job” training that I experienced, since clients no longer want to pay for training junior lawyers.  Since over 50% of the graduating JD students will practice in transactional areas rather than litigation, more opportunities to acquire skills while in law school are necessary.  It is important to me to be part of process for developing opportunities to introduce students to transactional practice, and the massive open on-line course is one of those means.  By facilitating student interaction with practitioners, students will graduate better prepared to understand transactional practice and make informed choices about their careers.

 

Any last words? 

A transactional lawyer strives to create documents that address the parties’ needs and create a framework for resolving any unanticipated disputes.  The thought process of a transactional lawyer (focusing on the needs of the business, allocating risks, and minimizing disputes through effective resolution processes) is different from the thought process of a litigator.  Transactional law requires a familiarity with, and integration of, many substantive areas of law and business to create a successful legal framework for each transaction.  You need basic legal “doctrine,” but you also need to know how to apply the doctrine to achieve rational, and legal, business results.  The process is very dynamic, very rewarding, and since the parties to a transaction are there to get a deal done, very gratifying to create the framework in which that can happen.

 

Thank you, Jay, for taking the time to share your experiences with us!


A Conversation with Chuck Whitehead, Basics of Acquisition Agreements Expert

Chuck Whitehead, Professor of Law at Cornell University Law School, is one of the experts in our Basics of Acquisition Agreements open online course. Chuck focuses on matters relating to corporations, financial markets, and strategic transactions.

Chuck kindly agreed to talk with us about his career and his involvement with LawMeets.

Chuck Whitehead

Chuck Whitehead

 

How did you learn to practice law?

Like many young associates, I learned the practice of law on the job.  But I was quite fortunate.  The lawyers I worked with were some of the best at what they did, and they were eager to pass on what they had learned.  More often than not, it meant long hours – at the office, at the financial printers, traveling, and in conference rooms.  The experience, however, was great.  I also learned by watching lawyers on the other side of the table.  It helps to get a sense of what works, and what doesn’t, and great transactional lawyers – regardless of which side of the table they are on – can always provide useful insight.

 

Share with us your favorite “war story” from your early years in practice. 

As a summer associate, I was assigned to a deal where a European company, our client, was buying a U.S. target.  It was tense – a lot of difficult negotiation with lawyers for the other side, a prestigious Boston law firm.  We met in New York to get the materials ready for filing with the SEC in Washington.  Every­body else then went home.  I, however, had to finish a memo and so returned to the office.  A few hours later, the phone rang.  It was a partner, in Europe, who told me our client had called the deal off and I should stop the SEC filing.  So I called the financial printer, where the package was supposed to be – only to find it had already been picked up by a messenger from the Boston firm to take to Washington.  What to do?  Remember, this was all before cell phones.

I recalled from law school my obligation to represent my client zealously.  So, with zeal, I called our Washington office and asked them to send two of our biggest messengers to the SEC to do what­ever was necessary to waylay a guy named Joe, who the financial printer described as a short, balding, middle-aged man who smoked a cigar, and then to call me when they did.  Off the messengers went, and I returned to my memo.

About 30 minutes passed, and the phone rang again – the partner in Europe, but now telling me the deal was a “go,” so I should let the filing occur.  At that point, there was no way to reach anyone – so I figured I’d wait for the messengers to call and then let the papers get filed.  Fifteen minutes passed, and the phone rang a 3rd time – “Mr. Whitehead,” the messenger began, “we’ve got Joe, but I should tell you – Joe is really mad.”  “Well, of course he is,” I thought, “who wouldn’t be?”  He put Joe on the line.  “Who the hell is this?” Joe asked.  “I’m Chuck,” I began, “Let me explain . . . .”  Joe cut me off.  “I really don’t care,” he said – before unleashing a tidal wave of profanity.  Now, I wasn’t too troubled – Joe was blowing off steam – but then he began to shout, “Get me XXXXX, get me YYYYY,” and a few other senior partners at the firm.  “Ahh,” it dawned on me, “Joe may not be a messenger.”  And it turned out, he wasn’t – Joe was the Boston firm’s managing partner who had meetings at the SEC that day and decided to do the filing as a favor.

So what does this story tell us about your careers? – Perhaps it’s obvious, but you will make mistakes as lawyers; we all do.  What may be less obvious is the value they hold – learn from your mistakes; gain from them a better sense of perspective.  You could argue I simply did what I was told – although I’m pretty sure it didn’t include manhandling Joe.  But, as pain­ful as the lesson was, it had a value – it taught me to pause and reflect on a problem, no matter how urgent it appears, not simply react to it – and that lesson has stayed with me since.  As importantly, it reinforced a lesson I grew up with – treat every Joe (or Josephine) with respect, whether they are the messenger or the managing partner.

 

Why did you agree to be an expert for this massive open online course – Basics of Acquisition Agreements? 

This is a great program.  It is the kind of course that lawyers of my generation wish they could have had as law students, and I am thrilled to be able to reach a broad cross-section of students and young lawyers.

 

Thanks for your time, Chuck! We’re glad you’ve agreed to share your expertise and life experiences with us .

 


Jason’s review of Anatomy of an Acquisition Agreement

Jason, the recent law school grad that we’ve asked to review our Basics of Acquisition Agreements open course, has just finished his review of the second exercise in the course, “Anatomy of an Acquisition Agreement.” Curious to know what he thinks? Find out by reading his blog post here.

 
Thanks, Jason! We’re excited to hear your thoughts as the course progresses.


Congrats to the top responders of our 1st open course exercise!

We would like to congratulate Joel Ruffini, Adam Brunell, and William Wright for being the top-rated responders to the first exercise of our Basics of Acquisition Agreements open course.

We’d also like to offer congratulations to all of our participants! We hope you’ll all join us for the second exercise of the course, Anatomy of an Acquisition Agreement.


Legal Education MOOCs

The National Law Journal recently published this article about legal education MOOCs, and they quoted our founder, Karl Okamoto. In the article, Karl explains the benefits of having an interactive learning experience through a MOOC. We’re proud to offer a Basics of Acquisition Agreements MOOC this year, as well as Crash Courses on a variety of legal subjects. Check out the article, and our courses, to learn more about massive open online courses!