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What You Need to Know When Signing Contracts

3/6/2019

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What You Need to Know When Signing Contracts

March 6, 2019
2 - 3:30 pm
1 CEU for CEAL, NHA, Nurses

Andrew Gammill, from Dinsmore & Shohl will discuss items that companies should be thinking about when they review contracts. This webinar is applicable to any organization, whether larger or small, and a broad range of people within the company.

The program will include a discussion on the basic parts of a contract, things to check on every contract, standard terms to review and establishing a contract management process.


Learning Objectives:

? Identify the basic parts of a contract.
? Develop a checklist of key things to check for in a complete contract.
? Know key provisions to review in all contracts.
? Develop a basic contract management system.

What You Need to Know When Signing Contracts

March 6, 2019
2 - 3:30 pm




Outline:

A. Basic Parts of a Contract
a. Parties, Date, Etc. at top of first page ? the basics
b. Recitals ? The story of what?s happening
c. Definitions ? What all the capitalized terms throughout mean
d. Business terms ? The part you negotiated
e. Default ? How you know if they are you have breached the contract
f. Remedies ? What you or they can do if the other party has breached
g. Boilerplate ? Terms on a variety of standard legal issues

B. Basic Things to Check on Every Contract
a. The name of your company (this is harder than it sounds!)
b. The name of their company (there?s an easy place to check this)
c. Notice addresses are filled in correctly (this is also harder than it sounds!)
d. Copies are provided of other documents that are referenced or incorporated
e. All blanks are completed
f. All exhibits, schedules, and addendums are attached
g. The person signing on your behalf is authorized to sign
h. The title of the person signing on your behalf uses the right title

C. Standard Terms to Check
a. Always check the business terms to make sure they are what you agreed to!
b. Term ? How long is the agreement for and does it automatically renew?
c. Termination ? Can you get out of the contract?
d. Assignment ? Can you transfer the contract if you sell or change structure?
e. Indemnification ? When do you have to pay for their losses?
f. Representations and Warranties ? All the things you?re promising should be true!
g. Compliance/Insurance ? Does the contract place additional obligations on you?
h. Confidentiality ? What are your ? and their ? obligations for secrecy?
i. Dispute Resolution ? What if things go bad? Are you in arbitration or court ? and where?

D. Contract Management System
a. Make sure everyone who may sign a contract knows your process.
b. Consider a checklist that must be signed off on before a contract can be signed.
c. Have one or two people who check all contracts before they are filed away.
d. Ensure all blanks are complete, both parties have signed, and all attachments are there.
e. Store all contracts in one central storage location.
f. Consider what departments need copies ? finance, legal, compliance, etc.
Andrew M. Gammill
Associate
Dinsmore & Shohl LLP - Legal Counsel

Andrew Gammill is a member of the Corporate Department at Dinsmore & Shohl LLP. Based in the firm?s Columbus office, he focuses his practice on commercial lending, real estate, and mergers and acquisitions, especially in the health care sector. He represents buyers and sellers, property owners, and lenders in a wide variety of transactions and in general corporate matters. His philosophy is to protect his clients while proactively working to get deals done. Prior to attending law school, Andrew was an award-winning journalist, spending much of his first career as an education reporter at The Indianapolis Star.
Each program is approved for one (1.0) hour of credit for Nurses, NHA, Certified Executives for Assisted Living (CEAL), and Certified Executives for Home Care & Hospice (CEHCH). Individual attendance will be monitored throughout the call. Only those attending the entire call will be awarded continuing education credit. All participants regardless of need for CEUs, will receive a certificate of attendance. This course is considered a self-study course by Ohio BELTSS. Administrators are reminded that BELTSS limits webinars (home/self-study) credits to a total of ten (10.0) per renewal period.


How much does it cost?

Facilities will pay one low fee for an unlimited number of participants. However, the number and access code is valid only for one phone line/computer at the location registered with the Association. Any additional phone connections calling in will be billed the individual session registration fee.

Individual Webinar Registration Fee:

Members, prior to February 22, $55 per location
Non Members, prior to February 22, $130

Members, February 22 and after, $75
Non Members, February 22 and after, $175







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