This seminar explores regulatory, ethical, and compliance issues that arise for individuals and entities involved in all aspects of research involving human participants, including sponsors, researchers, research institutions, contract research organizations and institutional review boards (IRBs). Topics covered include risk-benefit assessment, informed consent, confidentiality, conflicts of interest, research with vulnerable populations, and international research.

Information technology has transformed our everyday lives, but at the same time, it has profound effects on our personal privacy. A vast amount of our personal information is digitized. This includes details about our health and genes, purchasing and reading habits, chats with friends and even our physical location. Government and private companies can access, collect, store, transfer to other parties, and sometimes misuse our personal information.  U.S. law has grappled to regulate privacy through a growing amalgamation of judicial decision-making, statutes and regulations. This course will examine the regulation of privacy in the United States. But since information is not confined by national boundaries, it will also examine global privacy regulation (particularly in the European Union) and its impact on privacy regulation in the United States.

This course is a general survey and analysis of substantive areas of law relating to the production, distribution and exhibition of products and services in the entertainment and media industries. Areas surveyed include music, film, television, cable, publishing, legitimate stage, the online entertainment industry and the regulation of attorneys, agents and managers. It treats the creation, ownership and regulation of entertainment speech with emphasis on the first amendment, defamation, the right of privacy, the right of publicity, copyright, trademark, unfair competition, the law of ideas, moral rights, theories of credit, contract law and sources of regulation of professionals who work in the entertainment and media industry.

An examination of the gaming industry from legal and business perspectives. You will learn about federal, tribal, and state laws that govern casinos and other wagering and gaming venues, both in-person and online. The course also covers common ethical and business concerns in the industry, including gambling addiction and creating cultures of compliance.

This course introduces students to the basic concepts and doctrines of copyright law. Topics covered include:

1. Foundational principles of copyright law

2. Copyright in special issues, such as software, architecture, and databases

3. Derivative works, work for hire, and joint authorship

4. The doctrine of fair use

5. Copyright issues raised by new technologies that facilitate copying

6. Digital works and information technologies

This course explores common law and statutory protection of ideas, trade secrets, and trademarks. Topics covered include:

1. Acquisition and loss of trademark rights

2. Registration and licensing

3. Problems of infringement, dilution, and misappropriation of trademarks

4. Fair use and Internet use of trademarks and related remedies

This course undertakes an intensive examination of the nature of patents and questions of patent validity and procurement, primarily for those intending to specialize in the patent area in their future practice. It includes: nature of patent property; problems in the procurement of patents including filing date, obtention and maintenance; international practice and problems; patent office practice; problems of validity including novelty, utility and non-obviousness; and transfers of property rights in patents.

This course focuses on the daily legal issues facing attorneys in the music industry. It will consider the various legal relationships within a musical group and between the artist and his various representatives. It will then discuss the most heavily negotiated agreements in the music industry, beginning with demonstration, sample and producer agreements. The course will next explore legal pitfalls of production company agreements, and will then dissect various provisions of both recording and music publishing agreements. The course will then consider music industry unions and the American Federation of Musicians and the American Federation of Television and Radio Artists impact of the artist and the record company. Finally, the course will discuss the legal issues facing music industry attorneys in the 21st century, with specific focus on digital transmission of music, down-loading of music over the internet and alternative methods of music delivery.

The seminar will provide a comprehensive study of all aspects of Intellectual Property licensing and related issues. Students will analyze and draft various trademark, copyright, character, right of publicity/privacy, merchandizing, music, software, confidentiality, patent/technology, and new media licenses, and develop related negotiation skills and litigation strategies. The focus will be practical and will show how value can be unleashed in Intellectual Property Assets through licensing.

This seminar incorporates both patent application drafting and prosecution of filed applications with the Patent and Trademark Office (PTO). Students will develop the writing and analytical skills required to draft applications for United States patents, including how to prepare the "claim" or "claims" appended to a patent specification. The claims define the scope of the grant, or the technical extent of the exclusive privilege the patent accords to its owner.

Students will also acquire patent prosecution techniques including evaluation of Office Actions received from the PTO and preparation of responses to the Office Actions, including drafting appellate briefs for submission to the PTO’s Patent Trial and Appeal Board. Assignments will include skills-based work on claim drafting, application drafting, and preparation of prosecution-related documents.

In this seminar students develop contract negotiation and contract drafting skills through mock negotiations and contract drafting. The class will include lecture, material and practical experience, negotiation deal points, and then drafting the final contract. Contracts will be negotiated in the motion picture, theatrical, music, television and publishing fields.

Federal registration provides important benefits to trademark owners, including corporations. Trademarks are among a company’s most valuable assets. Registration work is a staple of many law firm and in-house intellectual property practices. This class will cover the basics of domestic and international trademark registration practice, from selection of a mark and legal screening/clearance through opposition proceedings, registration, and beyond. Hands on, practical use of the USPTO website for filings and research will be explored. Assignments will include hands on drafting of opinion letters, registration papers, and pleadings drawn from real-world examples.

The course will begin with an overview of the constitutional separation of national security powers, especially as between the branches of the federal government.  The course will then focus on individual topics to provide an overview of the field.  For example, the class will address issues surrounding preventive detention, military commissions, rendition, secrecy and classified information, government surveillance, and criminal law questions arising out of the "war on terrorism."

This course studies legal protection of the competitive system under the Sherman Act, Clayton Act, Federal Trade Commission Act and related legislation. It considers problems relating to monopoly power; "horizontal" restraints on competition such as price fixing and concerted refusals to deal; "vertical" restraints such as resale price maintenance, tying and exclusive dealing arrangements; and limitations on permissible mergers and joint ventures. It explores economic as well as legal implications of federal government regulation of corporations.

This course explores the rights protected by the First Amendment to the United States Constitution including freedom of speech, freedom of the press, and free exercise of religion, as well as the amendment's prohibition on laws respecting an establishment of religion. Particular topics may include categories of unprotected or less protected speech, regulations based on the non-communicative impact of speech, power regarding speech when the government acts in capacities other than as sovereign, special procedural protections for speech, the right not to speak, the right of expressive association, regulations of money and speech, the meaning of religion, discrimination against religion or among religions, enshrining or coercing religious beliefs, financial aid to religious institutions, and exemptions for religious observers.

This course will survey the basic doctrines of intellectual property (“IP”) law, including patent, trademark, and copyright law.  We will also briefly look at state law doctrines focusing on trade secrets.  The course is intended both for those who intend to practice in an IP field and for those with a more general interest in the topic.  Given the interrelations and analogies among IP rights, any specialized IP practitioner should have a working knowledge of IP areas outside his or her area of expertise.  Since most lawyers’ business models depend on the commodification of information, any practitioner would benefit from an understanding of this field.

This course introduces students to the basic concepts and doctrines of copyright law. Topics covered include:

1. Foundational principles of copyright law

2. Copyright in special issues, such as software, architecture, and databases

3. Derivative works, work for hire, and joint authorship

4. The doctrine of fair use

5. Copyright issues raised by new technologies that facilitate copying

6. Digital works and information technologies

This course explores common law and statutory protection of ideas, trade secrets, and trademarks. Topics covered include:

1. Acquisition and loss of trademark rights

2. Registration and licensing

3. Problems of infringement, dilution, and misappropriation of trademarks

4. Fair use and Internet use of trademarks and related remedies

This course undertakes an intensive examination of the nature of patents and questions of patent validity and procurement, primarily for those intending to specialize in the patent area in their future practice. It includes: nature of patent property; problems in the procurement of patents including filing date, obtention and maintenance; international practice and problems; patent office practice; problems of validity including novelty, utility and non-obviousness; and transfers of property rights in patents.

This course introduces students to the primary laws and regulations governing banks whose primary function is to accept cash deposits.  Topics covered include the regulation of bank formation, bank deposit regulation, capital regulation, the Consumer Financial Protection Bureau, holding companies and SIFIs, bank governance and supervision, and special areas of regulatory concern.

This course introduces students to the theory and practice of global anti-corruption compliance. Topics covered include the definition, identification and measurement of corruption; the OECD Convention on Combatting Bribery of Foreign Public Officials; the U.S. Foreign Corrupt Practices Act; the UK Bribery Act; anti-corruption laws in other countries; investigation, enforcement and resolution of corruption activities; jurisdiction, corporate liability and individual responsibility; and anti-corruption compliance programs and international organizational responses.

This course focuses on mandatory affirmative disclosure requirements under the Securities Act of 1933 and the Securities Exchange Act of 1934, triggered by the public offering of securities and by their trading in public markets. Topics covered include:

1. Federal regulation of the offer and sale of securities under the Securities Act of 1933

2. Exemptions from federal registration

3. Reporting obligations of public companies under the Securities Exchange Act of 1934

4. Sanctions and civil damage liability for violating these requirements

This course examines the history and development of the compliance function within global financial services companies. In addition, it will review the broad outline of regulations applicable as well as the respective roles of corporate governance functions (i.e. finance, internal audit, independent auditors, law, compliance, ethics departments, risk management) and their relative interactions with regulators. It will also explore the detailed interaction between business processes and compliance processes.

This course is designed to provide an overview of the regulation of securities and securities markets in the United States. In particular, the course analyzes the two primary federal securities laws: the Securities Act of 1933 and the Securities Exchange Act of 1934. We will explore the registration of securities offerings under the Securities Act, along with the reporting requirements under the Exchange Act. The course will also cover fraud, insider trading, and civil liability under both statutes. We will also discuss the role of the Securities and Exchange Commission in the regulation and enforcement of the federal securities laws.

 This course continues the study begun in Business Associations with emphasis on the financial aspects of the publicly held corporation. It includes: problems of enterprise and securities valuation; capital structure; the issuance and acquisition of securities; security holders' rights; dividends; structural change; mergers and acquisitions.

This course analyzes basic issues to be considered in the organization, operation and disposition of business ventures, combining concepts of partnership, limited liability company and corporate law, finance, securities law and taxation. The course will focus on four primary areas: formation and capitalization of the enterprise, determining participation in profit and loss, rewarding employees and service providers and exit strategies, including business combinations and taxable and tax-free dispositions.In addition to traditional teaching methods, the course involves guest lectures from entrepreneurs, investors and others involved in the field. Significant emphasis will be placed on federal and state tax issues affecting business planning decisions. Fundamental principles of entity-level and pass-through taxation will be discussed. 

This course examines the Board and Shareholder actions that may be required in connection with corporate mergers, acquisitions and divestitures, as well as stock and asset purchase arrangements. The course will cover the mechanics of combination transactions from preliminary agreement to consummation, including letter of intent, due diligence, and acquisition and divestiture documents, with special emphasis on key strategic and legal issues common to the diligence, negotiation and drafting processes, including securities disclosure obligations. In addition, the class will study poison pill initiatives and other defense mechanisms used to thwart unwanted takeover attempts, including current issues in corporate governance and shareholder perspectives. The class will consider the Board's role in these transactions, as well as the Shareholder role in, among others, going private transactions. We will link transactional law matters with securities law compliance and corporate governance.

This course provides an overview of the regulation of the banking and financial services industry.  The class will situate bank regulation in the broader context of other financial institutions, including investment funds, broker-dealers, and insurance firms, and in the context of other national, regional and international approaches to regulation finance. In addtion to covering U.S. banking law basics - safety and soundness, activities and affiliation restrictions, geographic limit, deposit insurance and supervision - the class will consider issues in central banking, resolving complex financial conglomerates, cross-border regulatory cooperation, institutional design for regulating finance, and financial crisis response.

This course introduces students to the theory and practice related to financial crimes compliance in the United States, and at the global level. Particular laws examined include: the Money Laundering Control Act, the Bank Secrecy Act, and associated regulations.

At the international level, the course also outlines the work of the Financial Action Task Force and its recommendations on combatting money laundering and terrorism financing.

This course explores the roles and duties of brokers and dealers, the legal rules that govern these investment professionals, and the regulatory authorities that create and enforce these rules.  Topics covered include a general overview of the financial markets regulatory framework; the economic realities that create legal obligations under federal securities regulations and self-regulatory organizations' rules; supervision of broker-dealer financial distress, including protection of customer funds and liability for customer losses.

This course examines mutual funds (investment companies) and other related entities like hedge funds and private equity funds. Topics covered include:

1. Investment Company Act of 1940

2. Investment Advisers Act Of 1940

3. Dodd-Frank Act

4. Sarbanes-Oxley Act

5. Role of the CFTC in regulating this market

6. Fiduciary Duties

7. Relationship between funds and their broker-dealers

8. Compliance and ethics programs

This course addresses issues of significant and growing importance in the areas of corporate governance, compliance and risk management. The course will principally focus on the risk management and compliance policies developed by or designed for corporations, but we will consider the perspectives and concerns of management, in-house and outside counsel, regulators, other relevant stakeholders who may influence governance, compliance or risk management.

This course is designed to bridge the gap between the legal theory and practical realities of the practice of law by focusing on the various problems that arise in the daily practice of corporate and securities law. The course will include guest speakers who are prominent practicing lawyers. This course will also include field trips to the

American Stock Exchange, to a leading NASDAQ brokerage firm, and to a leading financial publication where students will have the unique experience of seeing how markets are made and reported with respect to major corporations. This course will explore problems engendered by investigations and disciplinary proceedings initiated by the Securities and Exchange Commission, the National Association of Securities Dealers, Inc., the stock exchanges and state regulatory authorities. Students will engage in "moot court" arbitrations as council for various parties. The preparation of prospectuses, proxy statements and annual reports will be addressed and students will prepare portions of these documents. Substantive areas of corporate and securities law such as the securities exchange act of 1934 section 10(b) and rule 10b-5 will be discussed. There will be writing assignments during the course of the semester.

This course studies legal protection of the competitive system under the Sherman Act, Clayton Act, Federal Trade Commission Act and related legislation. It considers problems relating to monopoly power; "horizontal" restraints on competition such as price fixing and concerted refusals to deal; "vertical" restraints such as resale price maintenance, tying and exclusive dealing arrangements; and limitations on permissible mergers and joint ventures. It explores economic as well as legal implications of federal government regulation of corporations.

Information technology has transformed our everyday lives, but at the same time, it has profound effects on our personal privacy. A vast amount of our personal information is digitized. This includes details about our health and genes, purchasing and reading habits, chats with friends and even our physical location. Government and private companies can access, collect, store, transfer to other parties, and sometimes misuse our personal information.  U.S. law has grappled to regulate privacy through a growing amalgamation of judicial decision-making, statutes and regulations. This course will examine the regulation of privacy in the United States. But since information is not confined by national boundaries, it will also examine global privacy regulation (particularly in the European Union) and its impact on privacy regulation in the United States.

This course is a general survey and analysis of substantive areas of law relating to the production, distribution and exhibition of products and services in the entertainment and media industries. Areas surveyed include music, film, television, cable, publishing, legitimate stage, the online entertainment industry and the regulation of attorneys, agents and managers. It treats the creation, ownership and regulation of entertainment speech with emphasis on the first amendment, defamation, the right of privacy, the right of publicity, copyright, trademark, unfair competition, the law of ideas, moral rights, theories of credit, contract law and sources of regulation of professionals who work in the entertainment and media industry.