Contracts and Compliance: Two SCCE Panels

After a few days of worrying about Nor’Easters and Hurricane Joaquin, it appears that the Lord is willing and that the creek will not rise – so I will be joining some 1600+ of my compliance and ethics colleagues at the annual Compliance and Ethics Institute of the Society of Corporate Ethics and Compliance (SCCE).

If you are coming as well, I hope you will join Amy Hutchens and me at 1:30 on Monday, October 5th, to explore the increasingly frequent intersection (collision?) of transactional law and corporate compliance.

Our program is titled, “Peer-to-Peer Compliance: Are Your Contract Clauses Running
Offense and Defense For Your Ethics and Compliance Program?” (If you’re keeping track, it’s session #205.)

And even if you are not coming to #SCCEcei, good news! You can still catch our panel, in the form of an SCCE Webinar, on Tuesday, October 13th.

This is our updated remix of the well-received panel we did at the 2014 #SCCEcei. Part of what makes it so much fun is that Amy and I begin the hour by engaging in mock negotiations. Amy plays the lawyer for the big multinational company, I play the lawyer for the smaller vendor/supplier, and we go at it hammer-and-tong over issues like:

  • Which Code of Conduct should apply to a Vendor?
  • What training requirements can a general contractor “push down”?
  • What sales incentives are appropriate?
  • How can a smaller entity resist onerous auditing. monitoring, and indemnification requirements ?

(OK, I  might have shown my character’s bias in that last bullet point.)

After the negotiations, we’ll offer some lessons we’ve learned as compliance-minded transactional lawyers and in-house counsel. Then we’ll open it up to questions, and to any thorny contract clauses with which you might want to challenge us.

This year, we will also spend some of our time on the phenomena of “Quality Agreements,” which are increasingly common for contract manufacturing in the life sciences.

Our point is, when it comes to your company’s routine contracts, the right clause can really bolster your E&C program – and the wrong clause can wreck all your careful work. The trick is knowing which is which, and playing offense and defense so that the contractual playing field leaves your client best positioned for success. That’s something that is not going to happen unless the “legal” and the “compliance” camps in a company work together, and understand the other’s issues.

Live or on the web, I hope you’ll join us!

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