Episodes
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In the final episode of the Contract Teardown Show, Law Insider co-founder and president Preston Clark joins Mike to talk about the show’s impact. Preston and Mike discuss:
-The origin of the Contract Teardown idea,
-How the show serves Law Insider’s users,
-The growth and popularity of the show and other educational efforts, and
-What’s next for Mike and for Law Insider. -
In this episode, Heather Bowen Pascual shares principles for drafting and interpreting a Standard Vendor Agreement. She highlights the key clauses that feature in this common agreement, including:
Term of agreement;
Scope of work;
Payment terms;
Termination; and
Exhibits.
Find the original contract here: https://www.lawinsider.com/contracts/7BDbuzTljTj
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Missing episodes?
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In this episode, Melinda Scott shares a limited partnership agreement meant to govern a commodity fund. She highlights important choices clients and lawyers must address around:
State of formation and fund name;
Risk disclosure and NFA regulation;
Transfer and redemption powers for partners; and
Audit norms.
Find the original contract here: https://www.lawinsider.com/contracts/7IbudIEbz7h
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In-house legal teams often balance complex contract workflows, compliance demands, and litigation in process. Enlisting outside talent can be a game-changer, but how do you pick the right outsourcing option?
Engaging outside counsel; Utilizing legal talent providers; and Leveraging managed service providers.
Join our webinar with Pieter Gunst, CEO of Legal.io, where he will share his cost-saving framework for choosing the best outside partners for the job.
We’ll cover critical aspects of outsourcing, including:Discover how one company saved $1M by adopting these strategies and learn how your team can achieve similar success
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Is Implementing CLMs Still Worth It for Legal Departments?
Once hailed as the pinnacle of legal tech innovation, Contract Lifecycle Management (CLM) systems are now facing scrutiny. Are they still worth the investment, or have they become a drain on time, money, and resources?
Listen in on this fireside chat where Law Insider President and Co-Founder, Preston Clark, was joined by Zach Abramowitz and Daniel Lewis to discuss the shifting landscape of contract management technology.
They cover the following subjects:
Understand the Evolution: Learn how CLM, once the most exciting vertical in legal tech, has quickly transitioned to a legacy system. Identify Inherent Flaws: Discover the inherent flaws in CLM systems that create challenges for nearly every customer. Explore Alternatives: Legal departments now have numerous options to improve contracting without the high costs associated with traditional CLM systems. -
In this episode, attorney Diane O'Connell tackles General Terms and Conditions that seem to be serving the purposes of other documents.
This particular set of terms apparently apply to customized software services in the healthcare industry. However, according to Diane, the terms seem misapplied. Questions surface as she compares the context to the language in these areas:
Licenses granted; Indemnifications allowed; and Guarantees made.Find the original contract here: https://assets.applytosupply.digitalmarketplace.service.gov.uk/g-cloud-13/documents/719046/815600321392652-terms-and-conditions-2022-05-16-1414.pdf
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In this episode, attorney Stewart Banner shares his take on the current office lease environment by walking through a fairly standard contract.
He wrestles with the following key clauses:
Repair and alterations;
Rights of landlord;
Assignment and subletting
Surrender of premises; and
Option to extend.
Find the original contract here: https://www.lawinsider.com/contracts/3VaKsk6LJVD
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In this episode, attorney Laurie Ehrlich explains how a legal document like a Master Service Agreement can almost serve as an operations document. In this deal in which the two sides are highly intertwined, Ehrlich sees:
Efforts to narrow an otherwise broad scope of work;
Due diligence requirements shifting risk for overinclusive scope; and
Practical benchmarking requirements.
Find the original contract here: https://www.lawinsider.com/contracts/iEYmFBpjjYH
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In this episode, attorney Elizabeth Cronin highlights liability-shifting provisions in an event waiver. These documents are used to protect companies hosting public events organizers against claims.
Cronin details vital clauses for such waivers, including:
Assumption of the Risk;
Release of Claims;
Covenant not to Sue;
Indemnification; and
Claim of Health Suitability.
Find the original contract here: https://tourofthegila.com/wp-content/uploads/2023/04/2023-USAC-Event-Waiver.pdf
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In this episode, we're sharing an interview we hosted last year with Inter Alia Law's Darlene Tonelli.
Darlene shared how she connects legal departments and sales departments through good, early communication and a few deliberate systems. She uses the framing of software deals to drive the conversation, but these principles are helpful to anyone trying to get these two classically clashing departments on the same page.
We also share information about an upcoming webinar about how understanding the business will make you a better lawyer. To register for the webinar, go to lawinsider.com/resources and visit the webinar tab on the left.
Learn more about Darlene and Inter Alia Law here: interalia-law.com
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In this episode, attorney Arohi Kashyap uncovers the high privacy standards that come with working in the healthcare industry using a Business Associate Agreement.
This contract passes requirements of the United States HIPAA regulations on to companies engaged by hospitals, doctors, and other healthcare institutions.
Kashyap details:
Basics of a Business Associate Agreement, including when it is needed;
Key procedures for protecting private healthcare information; and
Standards for managing data breach incidents.
Find the original contract here: https://humanservices.arkansas.gov/wp-content/uploads/Attachment-D-Business-Associate-Agreement-BAA.pdf
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In this episode, attorney Amber Petrig evaluates recent changes to Spotify’s Terms of Use.
Using the company’s previous terms and the announcement of their non-negotiable updates, Petrig addresses:
Licenses automatically granted by artists who post music on the platform;
Spotify’s fairly unlimited freedom to modify terms; and
Company-friendly changes purported to address fake usage and cumbersome payment terms.
Find the original contract here: https://www.spotify.com/uk/legal/end-user-agreement/
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In this episode, attorney Rosanna Mannan explains a Finder Agreement from the pharmaceutical industry. When companies seek private funding, they may engage a Finder to connect with a financier. But the regulatory restrictions on that role require strict contracting.
Mannan describes how common clauses become vital in this highly-regulated space, including:
Statement of Services;
Compensation;
Reps and Warranties; and
Indemnification.
Find the original contract here: https://www.sec.gov/Archives/edgar/data/1042420/000119312506002725/dex102.htm
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In this episode, attorney Brittney Saint-Fleur explains the effect of trademark assignment agreements. She uses an assignment from one Chinese company to another to highlight the need to:
Define clear responsibility for registration fees;
Use effective representations of IP ownership;
Craft relationship-conscious dispute settlement language; and
Make conscious choices about applicable law.
Find the original contract here: https://www.lawinsider.com/contracts/5rg4m98uFCV -
In this episode, attorney Laurie McCall reveals the complexities of mixing expert consulting with ongoing services. She shares a contract for a software development project with an expert leader.
The contract aims to cover two services—software development and consulting—and McCall reveals these issues:
Lack of clarity in the description of services and no work order process;
Warranties that jeopardize the consultant relationship; and
Intellectual property confusion.
Find the original contract here: https://www.lawinsider.com/contracts/ejR9PB7ZFhG
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In this episode, attorney and physician Steve Hendler shares special considerations for drafting employment agreements for medical professionals. Adapting best practices to a unique context, Hendler explains:
Contract terms when regulations require special care transitions;
The need for specificity when demanding practice-adjacent duties;
Effective dates and the impact of licensing delays;
Company-provided malpractice coverage; and
Paid Time Off combined with required care coverage.
Find the original contract here: https://www.lawinsider.com/contracts/kRHahmIoE9L -
More companies are hiring online personalities to represent their product, in deals big and small. As smart as that strategy seems, it's not without risks. This is especially true with changes proposed by the Federal Trade Commission.
In this episode, attorney Vicky Smolyar explains some of the most important changes at the FTC and how they impact influencer deals. She walks through an agreement between a personal health company and an influencer to illustrate:
•Overlooked disclosure requirements,
•FTC healthcare claim violations,
•Rules that restrict online giveways,
•The dangers of non-defamation clauses, and
•Indemnification rules that don't limit honest reviews.Listen to the episode today.
Here's the original contract: https://seattlegummy.com/wp-content/uploads/SGC_BrandInfluencer_TC_website.pdf
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Shavon Smith returns to the Contract Teardown show to explain another government contract.
In this episode, Smith covers the Subcontract, an agreement between a company that has won a project bid and another company that will execute on the project.
She explains Statements of Work, government-standard pricing structures, quality control, and more.
Find the original agreement here: https://www.hanford.gov/files.cfm/Exhibit_009-_Draft_Subcontract-Tribal_Nations_Rev_11.pdf
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In this episode, attorney Steve Sedberry shares his views on trademark licensing best practices using a deceptively short agreement.
Sedberry explains:
A company’s obligation to preserve and capitalize on a mark’s value;
The law’s focus on consumer protection rather than commercial benefit; and
Why negotiations are the time to be thorough when it comes to leveraging a trademark.
Find the original contract here: https://www.lawinsider.com/contracts/lQok8kw3gbB
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How are college athletes just like online influencers—and how are they not?
In this episode, sports attorney John Gibson contrasts the two contexts to illustrate where agreements with college athletes present special issues.
Gibson underlines:
•Term considerations that are unique to college athletes,
•The difficulty of using a school's brand,
•Scheduling difficulties for very busy athletes, and
•An overall assessment of the amateurism re-regulation and the growth of NIL deals.Review the contract here: https://www.lawinsider.com/contracts/iaKyZVblAh1
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