Counsel to Counsel - September 2008 - (Page 2)

brief advice Negotiating Alliance LexisNexis Martindale-Hubbell posed the following question to provide a variety of views on this important topic: What are the most effective ways to negotiate strategic alliance agreements in complex commercial transactions? The most successful types of strategic alliances are the ones that benefit both sides equally. However, achieving that type of balance requires a great deal of planning, and in-house counsel must consider many factors during negotiations. Even the most wellstructured agreements may not work out, so planning for changes or even the dissolution of the agreement should be part of those initial negotiations. Tobin E. Olson Shareholder Cox Smith Matthews Incorporated teolson@coxsmith.com Peer Review Rated The first step is asking the right questions. Some of the fundamental questions to ask are: • What are we seeking to achieve? Are our goals consistent with those of our partner? • What are each party’s roles and obligations? • How will the alliance be governed? • What factors might change over time? • What if the relationship doesn’t work out or we decide to pursue a different course? Answering these questions up front will help focus the parties in considering and negotiating the strategic alliance. Catherine V. Buell Associate Patton Boggs LLP cbuell@pattonboggs.com • Always start with the big picture. What are the other party’s monetary and nonmonetary interests? How will the money flow through the course of the transaction? • Think outside of the box in order to identify win-win solutions. Is there flexibility in the overall structure of the transaction? Can you improve the overall structure in a manner that benefits everyone’s interest? • Be willing to compromise. Distinguish between issues that are essential and issues which have no material impact on your benefiting from the agreement. 02 LexisNexis® Martindale-Hubbell® Table of Contents for the Digital Edition of Counsel to Counsel - September 2008Counsel to Counsel - September 2008Commercial TransactionsCHC Helicopter Corporation and Ogilvy Renault LLPManaging Transactions: Your Role When the Company’s for SaleImplementing an Enterprise Risk Management EvaluationClimate Change and Non-Covered Companies: Preparing for Pending LegislationContentsCritical Analysis in Transactions: Being a Thought PartnerPreparing for the Employee Free Choice ActAct Globally: How to Navigate Today’s Hidden Trade BarriersPatent Forward: Early Collaboration Yields a Winning PortfolioEmployment Eligibility Verification: Navigating the Mine Field of Employee DocumentationOnline Professional NetworkingColumbia Restaurant Group and Fowler White Boggs BankerFocus: FCPA Corruption Enforcement Up, Here and AbroadTrouble Indemnity: Common Contract Mistakes Can Land You in CourtStraight Talk: Clarity, Early Warning Head Off Downsizing WoesInsuranceCounsel to Counsel - September 2008Counsel to Counsel - September 2008 - Counsel to Counsel - September 2008 (Page Cover1)Counsel to Counsel - September 2008 - Counsel to Counsel - September 2008 (Page Cover2)Counsel to Counsel - September 2008 - Counsel to Counsel - September 2008 (Page 1)Counsel to Counsel - September 2008 - Commercial Transactions (Page 2)Counsel to Counsel - September 2008 - Commercial Transactions (Page 3)Counsel to Counsel - September 2008 - CHC Helicopter Corporation and Ogilvy Renault LLP (Page 4)Counsel to Counsel - September 2008 - CHC Helicopter Corporation and Ogilvy Renault LLP (Page 5)Counsel to Counsel - September 2008 - CHC Helicopter Corporation and Ogilvy Renault LLP (Page 6)Counsel to Counsel - September 2008 - Managing Transactions: Your Role When the Company’s for Sale (Page 7)Counsel to Counsel - September 2008 - Implementing an Enterprise Risk Management Evaluation (Page 8)Counsel to Counsel - September 2008 - Climate Change and Non-Covered Companies: Preparing for Pending Legislation (Page 9)Counsel to Counsel - September 2008 - Critical Analysis in Transactions: Being a Thought Partner (Page 10)Counsel to Counsel - September 2008 - Preparing for the Employee Free Choice Act (Page 11)Counsel to Counsel - September 2008 - Act Globally: How to Navigate Today’s Hidden Trade Barriers (Page 12)Counsel to Counsel - September 2008 - Act Globally: How to Navigate Today’s Hidden Trade Barriers (Page 13)Counsel to Counsel - September 2008 - Patent Forward: Early Collaboration Yields a Winning Portfolio (Page 14)Counsel to Counsel - September 2008 - Patent Forward: Early Collaboration Yields a Winning Portfolio (Page 15)Counsel to Counsel - September 2008 - Employment Eligibility Verification: Navigating the Mine Field of Employee Documentation (Page 16)Counsel to Counsel - September 2008 - Employment Eligibility Verification: Navigating the Mine Field of Employee Documentation (Page 17)Counsel to Counsel - September 2008 - Online Professional Networking (Page 18)Counsel to Counsel - September 2008 - Columbia Restaurant Group and Fowler White Boggs Banker (Page 19)Counsel to Counsel - September 2008 - Columbia Restaurant Group and Fowler White Boggs Banker (Page 20)Counsel to Counsel - September 2008 - Columbia Restaurant Group and Fowler White Boggs Banker (Page 21)Counsel to Counsel - September 2008 - Focus: FCPA Corruption Enforcement Up, Here and Abroad (Page 22)Counsel to Counsel - September 2008 - Focus: FCPA Corruption Enforcement Up, Here and Abroad (Page 23)Counsel to Counsel - September 2008 - Trouble Indemnity: Common Contract Mistakes Can Land You in Court (Page 24)Counsel to Counsel - September 2008 - Trouble Indemnity: Common Contract Mistakes Can Land You in Court (Page 25)Counsel to Counsel - September 2008 - Straight Talk: Clarity, Early Warning Head Off Downsizing Woes (Page 26)Counsel to Counsel - September 2008 - Straight Talk: Clarity, Early Warning Head Off Downsizing Woes (Page 27)Counsel to Counsel - September 2008 - Insurance (Page 28)Counsel to Counsel - September 2008 - Insurance (Page Cover3)Counsel to Counsel - September 2008 - Insurance (Page Cover4)http://c2c.martindale.com/nxtbooks/martindale/c2c_20091112http://c2c.martindale.com/nxtbooks/martindale/c2c_20090910http://c2c.martindale.com/nxtbooks/martindale/c2c_200907http://c2c.martindale.com/nxtbooks/martindale/c2c_200905http://c2c.martindale.com/nxtbooks/martindale/c2c_200903http://c2c.martindale.com/nxtbooks/martindale/c2c_200811http://c2c.martindale.com/nxtbooks/martindale/c2c_200809http://c2c.martindale.com/nxtbooks/martindale/c2c_200805http://c2c.martindale.com/nxtbooks/martindale/c2c_200801http://www.nxtbookMEDIA.com

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