Anatomy of a Merger: Strategies and Techniques for Negotiating Corporate Acquisitions "Magnificent ... An indispensable desk book for acquisition lawyers." -Martin Lipton; Wachtell, Lipton Rosen &amp; Katz, New York. Anatomy of a Merger: Strategies and Techniques for Negotiating Corporate Acquisitions is a unique guide to handling a corporate acquisition negotiation successfully. Some of its advice is geared towards effectuating workable compromises that satisfy the interests of all parties; some is aimed at getting a leg up on your adversaries. One of the book's principal points is how these twin, seemingly antithetical goals can and should be attained. At the outset, Mr. Freund explores the fencing for position that goes on during preliminary negotiations, when many of the basic issues vital to the deal are resolved. Later chapters analyze: the basic acquisition agreement; bargaining techniques applicable to substantive issues such as purchase price, representations and warranties, and i

Anatomy of a Merger: Strategies and Techniques for Negotiating Corporate Acquisitions

Freund, James C.

Business

Law Journal Press

A Practical Guide to Equal Employment Opportunity, a comprehensive two-volume set, is the only EEO compliance manual you'll ever need. Volume One analyzes discrimination on the basis of race, religion, national origin, sex, age and disabilities. It offers concrete suggestions regarding: hiring standards; seniority; promotions; transfers and discharges; equal pay and “comparable worth”; privacy; employer's liability for sexual harassment of employees; same-sex sexual harassment; employers' use of subjective criteria in promotion decisions; what constitutes a “serious health condition” under the Family and Medical Leave Act; affirmative action and reverse discrimination; labor union liability; recordkeeping requirements; and federal and state agency procedures. Volume Two features EEO compliance documents, including: model affirmative action plans; a sample EEO manual; EEO training programs; testing and selection procedures; and checklists for affirmative action and evaluation of federal contractors.

A Practical Guide to Equal Employment Opportunity

Feinstein, Joshua

Connolly, Michael J.

Connolly Jr., Walter B.

“An indispensable, authoritative and extremely useful work—a complete guide—that brings all the steps together.” —Joseph Flom of Skadden, Arps, Slate, Meagher &amp; Flom LLP, New York The classic in its field! This seven-volume analytical and reference work reflects the current climate for takeover activity and defense. Takeovers &amp; Freezeouts addresses important developments concerning such topics as: Sarbanes-Oxley; reducing vulnerability to hostile takeovers; specific responses to overtures and takeover bids; proxy fights and institutional activism; premerger notification under Hart-Scott-Rodino; state regulation of tender offers; tax, accounting and ERISA considerations; antitrust issues; and takeovers and mergers in the banking industry. You'll get expert strategic guidance on improving your negotiating leverage in converting hostile takeovers into friendly deals. The authors provide extensive documentation on acquisition and defensive techniques, including LBOs, tender offers, mergers, recapitalizations, restructurings, going private transactions, spin-offs and proxy contests.

Takeovers & Freezeouts

Lipton, Martin

Steinberger, Erica H.

Use of Statistics in Equal Employment Opportunity Litigation examines legal precedents for the use of statistics, the plaintiff's burden of establishing a prima facie case, and statistical concepts. Featuring charts and diagrams, it includes in-depth coverage of: the hiring process; job assignment, transfer and promotion; discipline and discharge; equal pay, wage mobility and pay awards; age discrimination, including corporate “downsizings”; estimating the racial composition of an employer's labor pool; and testing and selection procedures. A special section analyzes various models for detecting disparate treatment and evaluating employer alternatives.

Use of Statistics in Equal Employment Opportunity Litigation

Peterson, David W.

ERISA—the Employee Retirement Income Security Act—requires that employee benefit plans meet the demands of no fewer than three federal agencies: the Internal Revenue Service (IRS); the Department of Labor (DOL); and the Pension Benefit Guaranty Corporation (PBGC). In addition, ERISA is affected by major legislation, including: the Tax Reform Act of 1986; the Americans with Disabilities Act of 1990; the Family and Medical Leave Act of 1993; and the Pension Protection Act of 2006, which was the most significant overhaul of ERISA since the Tax Reform Act of 1986. Employee Benefits Law: ERISA and Beyond takes you step by step through these and other statutes and regulations to help ensure that your plans are properly structured, qualified and implemented. Cited by the U.S. Supreme Court, this definitive two-volume guide for attorneys, accountants, actuaries, consultants, and other professional advisors covers such subjects as: goals of the various types of plans; tax and nontax benefits for both employers and employees; investment diversification requirements; transfers of qualified employer securities; qualification requirements; cafeteria plan regulations; fiduciary responsibilities; filing and disclosure obligations; and much more.Employee Benefits Law: ERISA and Beyond also features IRS and PBGC forms and includes thorough coverage of recent landmark Supreme Court decisions, the Katrina Emergency Tax Relief Act of 2005, the Pension Funding Equity Act of 2004, the Economic Growth and Tax Relief Reconciliation Act of 2001 (EGTRRA), the IRS's Voluntary Compliance Resolution (VCR) Program, the Small Business Job Protection Act of 1996, and other developments. Book #00557; looseleaf, two volumes, 2,824 pages; published in 1980, updated as needed; no additional charge for updates during your subscription. Looseleaf print subscribers receive supplements. The online edition is updated automatically. ISBN: 978-1-58852-007-4.

Employee Benefits Law: ERISA and Beyond

MAMORSKY, JEFFREY D

The Preparation and Trial of Medical Malpractice Cases treats a case as a continuous process, from interviewing the client to closing argument. It offers comprehensive coverage of the questions surrounding health maintenance organizations, including case law on the right to sue an HMO as well as its participating physicians.
You'll find discussion of: how to recognize a meritorious case; the doctrine of alternative liability; the evidentiary value of FDA approval or non-approval; the continuing treatment doctrine; state statutes regarding motion practice; malpractice liability of alternative medical practitioners; the admissibility of evidence comparing physicians' risk statistics to those of other physicians; use of expert testimony to establish res ipsa loquitur in negligence; the modified standard of proximate cause when a physician's negligence exacerbates a patient's existing condition; violation of the duty to disclose information; contributory negligence in informed consent; distinguishing between medical malpractice and ordinary negligence; liability of nurses; and more. Appendices demonstrate how to analyze a medical brief, depose and examine the defendant physician, and elicit testimony from your own expert witness. Also included are a sample Bill of Particulars, a sample jury charge and a list of Web sites to assist your medical research.

The Preparation and Trial of Medical Malpractice Cases (Litigation Series)

Smith, Patricia

Shandell, Richard E.

Schulman, Fredrick A.

Rules & Procedures

Brown, Harold, Dady, J. Michael, Haff, Jeffery S., Gardner, Ronald K.

Franchising: Realities and Remedies

Brown, Harold

Dady, J. Michael

Haff, Jeffery S.

Gardner, Ronald K.

Sandler, Ebin

Franchising: Realities and Remedies, Forms Volume provides actual franchise agreements and completed pre-sale disclosure statements for some of the most popular franchised businesses, including residential real estate businesses, restaurants, hotels, jewelry stores, weight control centers, hair care salons, discount muffler specialists, and learning facility businesses. While franchising contracts are generally considered onerous to the franchisee, the Franchising: Realities and Remedies, Forms Volume was created with fairness in mind. The authors have included extensive analysis and commentary for each paragraph of these sample forms. You'll know what to look for in an agreement— and how to proceed during negotiations. This unique deskbook addresses the transition from the former FTC pre-sale disclosure regulations (which applied to the Uniform Franchise Offering Circular) to the revised FTC Franchise Rule and NASAA Guidelines. The book also offers guidance on the standards of good faith and fair dealing, as well as many other issues that confront franchisors and franchisees.

Franchising: Realities and Remedies, Forms Volume

All About Cable and Broadband

Frieden, Robert

Goodale, James C.

Media & the Law

“A formidable job... This completely revised edition of Legal Research and Law Library Management belongs in every law library, regardless of size, type or location. It is a readable, useful, valuable guide for anyone in a law library. ” — Elizabeth A. Greenfield, J.D., M.L.I.S., Information Resources Manager,  Latham & Watkins LLP, Newark, New Jersey Whether you are a lawyer, a law librarian or information specialist, now you can organize, locate and evaluate the most valuable legal resources. This revised edition of Legal Research and Law Library Management retains the best elements of the previous edition while covering the latest in law library management, including: collection development; controlling the cost of obtaining and maintaining legal information; strategic planning; retaining a law library consultant; online legal research; the changing role of academic law reviews in legal scholarship; and copyright law and “fair use” of research materials.Legal Research and Law Library Management includes the cost of leading print resources, designed to serve as a resource in collection development decision-making, a source of pricing information for budgetary purpose, and a quick and comprehensive reference tool for legal researchers.

Legal Research and Law Library Management (Law Office Management Series)

YOUNG, CAROLINE

Sloane, Richard

Marke, Julius J.

Ryan, Linda M.

Legal Education

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