September 22, 2026
11:30 a.m. – 2:40 p.m. CST
Session 1: Negotiating “Boilerplate” Contract Provisions: Dispute Procedures, Indemnification, & Limitations of Liability
Speakers: Christina Berish, Adam Toosley, and David Duffy, Thompson Coburn LLP
This session will examine the practical and legal significance of commonly negotiated “boilerplate” contract provisions that are often overlooked but can have significant consequences in a dispute. Attendees will explore the strategic considerations surrounding arbitration versus court proceedings—including confidentiality, discovery, cost, speed, and finality—and learn how to tailor dispute resolution clauses for seller and buyer contracts. The presentation will cover drafting court-related provisions such as jurisdiction and venue, choice of law, and waiver of jury trial (including enforceability across states), as well as negotiating arbitration provisions covering scope, arbitrator selection, rules (JAMS/AAA), discovery, and costs. Attendees will also examine limitations of liability, including types of damages, enforceability, time limits on claims, caps on damages, and sample clauses for customer and vendor contracts.
Session 2: Bankruptcy Law: Risk Mitigation in Contract Negotiation and Bankruptcy
Speakers: Katie Clark and Lily Nickisch, Thompson Coburn LLP
This session will provide a comprehensive overview of bankruptcy fundamentals and their practical implications for in-house counsel managing commercial relationships. Attendees will examine the different types of bankruptcy filings (Chapters 7, 11, 13, and Subchapter V), the automatic stay, creation of the debtor’s estate, creditors’ committees, proofs of claim and bar dates, priority of claims, §503(b)(9) administrative claims, critical vendor motions, and executory contract issues under §365 including assumption, rejection, and assignment. The presentation will then turn to practical scenarios involving distressed customer management, vendor and supplier bankruptcy, licensor and licensee bankruptcy, preference exposure under §547, and key defenses. Attendees will also learn strategies for protecting the company after a customer files, including setoff and recoupment rights in asset sale processes.
Session 3: Drafting an Enforceable Energy Supply Agreement (From a Litigation Perspective)
Speakers: Christina Berish, Adam Toosley, and David Duffy, Thompson Coburn LLP
This session will address the key legal and drafting considerations for energy supply agreements from a litigation perspective, with a focus on data center customer contracts governed by Indiana law. Attendees will examine the distinction between requirements contracts and “take-or-pay” contracts, the enforceability of take-or-pay provisions and make-up clauses, and recoverable damages for breach including lost profits, liquidated damages versus penalties, and termination fees as alternative performance provisions. The presentation will also cover the seller’s duty to mitigate, force majeure provisions and how to narrowly draft them to protect your company, common buyer arguments to avoid take-or-pay obligations (impossibility and frustration of purpose), and punitive damages limitations. Attendees will leave with key drafting recommendations for strengthening data center energy supply agreements.
Format
In-Person and Live Webinar
For information on registration, please contact [email protected].
CLE Credits
Illinois: 3.0 general credits
Indiana: 3.0 general credits – Pending
Kentucky: 3.0 general credits – Pending
Ohio: 3.0 general credits – Pending
Pennsylvania: 3.0 general credits (live in-person only) – Pending
Texas: 3.0 general credits
Virginia: 3.0 general credits – Pending