Justia Connect Webinars Smart Contracting: Prioritizing Key Issues in Legal Negotiations

CLE

Heather Marx Cozen O'Connor

Kristi Zentner Cozen O'Connor

Smart Contracting Prioritizing Key Issues in Legal Negotiations

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Overview AI Webinar Summary

Smart Contracting: Prioritizing Key Issues in Legal Negotiations

Effective contract negotiation is not about addressing every provision equally — it is about identifying and prioritizing the terms that carry the greatest legal and business risk. This program provides a practical framework for “smart contracting,” guiding attorneys through how to evaluate, negotiate, and document key provisions with precision and strategic intent.

Participants will explore how to assess risk allocation, negotiate core risk-shifting provisions such as indemnities, and ensure enforceability through clear drafting. The session also emphasizes practical drafting and review techniques to ensure that negotiated terms are accurately memorialized and aligned with business objectives.

Duration of this webinar: 60 minutes

Originally broadcast: June 23, 2026 10:00 AM PT

Webinar Highlights

This webinar is divided into section summaries, which you can scan for key points and then dive into the sections that interest you the most.

00:00 Foundations of Contract Negotiation

The speakers emphasize the importance of laying a solid foundation before entering contract negotiations. They suggest asking preliminary questions to understand the client's goals and the significance of the deal. Understanding the history and importance of the relationship between the contracting parties is crucial. Distinguishing between must-have and nice-to-have deal points helps in prioritizing negotiation efforts. Taking time to understand the context and history of the deal can prevent drafting contracts in a vacuum.

09:46 Drafting Contracts

Before drafting, it's essential to clarify the business terms and ensure the client is ready for a formal agreement. Understanding existing contracts and non-disclosure agreements is crucial. Determining who should draft the contract depends on factors like bargaining power and the complexity of the deal. Controlling the drafting process can expedite negotiations and ensure key provisions are included. Drafting should be thoughtful, avoiding reliance on generic forms and ensuring all business terms are accurately reflected.

17:59 Core Legal Terms in Contracts

The speakers emphasize the importance of provisions such as covenants and representations and warranties. They explain how to craft indemnity provisions and limitations on liability. When discussing insurance provisions, the speakers urge consultations with industry experts to ensure that they are realistic and effective. They explain the importance of crafting effective remedy provisions that align with a client's needs and goals. The speakers also discuss the need to ensure that provisions are enforceable in the appropriate jurisdiction.

49:43 Further Key Provisions

Termination provisions should be clear and tailored to the nature of the business relationship. Confidentiality clauses need to be aligned with existing agreements to prevent conflicts. Fee-shifting provisions can be contentious and should be carefully considered based on client needs. The choice of dispute resolution mechanism, such as arbitration, should align with the client's strategic goals.

Please note this AI-generated summary provides a general overview of the webinar but may not capture all details, nuances, or the exact words of the speaker. For complete accuracy, please refer to the original webinar recording.

Speakers

Heather Marx Member
Cozen O'Connor

Heather applies her experience in the areas of complex business and commercial litigation to represent a variety of clients. Her practice includes the representation of corporations and individuals in corporate contractual and partnership disputes, customs, imports, and trade matters, real estate and leasing issues, and litigation related to leases and guaranties, bankruptcy adversary proceedings, commercial transactions and disputes, and issues of employment law and benefits. Heather is vice-chair of the firm’s Customs, Imports and Trade Remedies practice. Based in Minneapolis, the practice is one of the only full-service trade practices based outside coastal hubs. She also serves as the Vice Chair, Office Managing Partner of the Minneapolis office. Read More ›

Kristi Zentner Member
Cozen O'Connor

Kristi is a transactional attorney who represents clients in general business, supply chain management, as well as tariff, customs, and trade matters. Read More ›

Continuing Legal Education (CLE) Credits

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Alaska CLE

Status: Approved

Format: Live (Virtual), On-Demand

Credits: 1.00 General

Earn Credit Until: June 22, 2031

California CLE

Status: Approved

Format: On-Demand

Credits: 1.00 General

Earn Credit Until: June 30, 2028

Hawaii CLE

Status: Approved

Format: Live (Virtual), On-Demand

Credits: 1.00 General

Earn Credit Until: June 22, 2028

Illinois CLE

Status: Approved

Format: On-Demand

Credits: 1.00 General

Earn Credit Until: June 22, 2028

New Jersey CLE

Status: Approved

Format: Live (Virtual), On-Demand

Credits: 1.20 General

Earn Credit Until: June 22, 2027

North Carolina CLE

Status: Approved

Format: On-Demand

Credits: 1.00 General

Earn Credit Until: February 28, 2027

Ohio CLE

Status: Approved

Format: On-Demand

Credits: 1.00 General

Earn Credit Until: December 31, 2026

Pennsylvania CLE

Status: Approved

Format: On-Demand

Credits: 1.00 Substantive Law, Practice, and Procedure

Earn Credit Until: June 22, 2028

Texas CLE

Status: Approved

Format: On-Demand

Credits: 1.00 General

Earn Credit Until: May 31, 2027

Vermont CLE

Status: Approved

Format: Live (Virtual), On-Demand

Credits: 1.00 General

Earn Credit Until: June 23, 2031

West Virginia CLE

Status: Approved

Format: On-Demand

Credits: 1.20 General

Earn Credit Until: December 31, 2029

This presentation is approved for one hour of General CLE credit in Alaska, one hour of General CLE credit in California, one hour of General CLE credit in Hawaii, one hour of General CLE credit in Illinois, one hour of General CLE credit in North Carolina, one hour of General CLE credit in Ohio, one hour of Substantive Law, Practice, and Procedure CLE credit in Pennsylvania, one hour of General CLE credit in Vermont, and one hour of General CLE credit in West Virginia. This program has been approved by the Board on Continuing Legal Education of the Supreme Court of New Jersey for 1.20 hours of total CLE credit. This course has been approved for Minimum Continuing Legal Education credit by the State Bar of Texas Committee on MCLE in the amount of 1.00 credit hours.

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