Boilerplate Clauses in Commercial Contracts: Avoiding Unintended Consequences, Implementing Practical Solutions

For more than 30 years, Mr. Kuemmerlein has served as legal executive and general counsel to companies in diverse industries serving national and global markets. In these positions, he has addressed and resolved a full range of legal matters for public and private companies in collaboration with corporate boards, senior management and professional teams. These have included board of director guidance, regulatory affairs and governmental programs, complex contracts, procurement, commercial litigation, human resources, labor, FCPA, international transactions, tax controversies and crisis management.  Mr. Kuemmerlein  has also practiced as outside counsel with prominent corporate firms in the areas of corporate law, securities, M&A, real estate, publishing and intellectual property.

Mr. Skinner focuses his practice on corporate and securities matters. He has represented private and sovereign clients in the U.S., Latin America, the Caribbean, Africa, and Asia in connection with a variety of capital markets, mergers and acquisitions, and business structuring and formation transactions. Mr. Skinner has advised issuers, selling securityholders, venture capital and private equity investors, underwriters, and placement agents in public offerings and private placements covering equity, debt, and hybrid securities, including IPOs, follow-ons, registered directs, secondaries, exchange offers, and unregistered transactions pursuant to Regulation D, Regulation S, and Rules 144 and 144A under the Securities Act. He has also represented buyers, sellers, and special committees of boards in merger and acquisition transactions, including stock and asset deals, mergers, and reorganizations. In addition, Mr. Skinner regularly counsels clients on corporate and securities compliance matters, including Securities Exchange Act reporting and corporate governance issues.

Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those secured by personal property, including structured financing. He is regarded as one of the foremost authorities on Article 9 of the UCC. He is a member of the Permanent Editorial Board for the UCC and a member of the American Law Institute’s UCC Article 9 Drafting Committee. Mr. Weise is also the past chair of the American Bar Association’s Business Law Section Legal Opinions Committee.