Walt Metz has extensive experience as in-house counsel for transportation and logistics companies. He has successfully led large, complex projects including [1] coordinating the due diligence and acquisition of $190 million in warehouse facilities, [2] coordinating the drafting and implementation of a $1 billion refinancing, and [3] coordinating the internal due diligence process for a stock acquisition. He also has experience with an ATM stock offering. Walt is seeking a new in-house counsel position and his background demonstrates capabilities in corporate law, transactions, litigation and risk management.
This document summarizes five critical issues for commercial landlords:
1. Developments in disabled access law and new disclosure requirements for commercial leases regarding accessibility inspections.
2. Free speech rights of protesters on private commercial properties.
3. How a recent court ruling affects using contract terms to defend against fraud claims.
4. Landlords' rights when a tenant files for bankruptcy.
5. Issues around the enforceability of stipulated judgments as settlements to litigation.
City of London Law Society - Construction Law Committee - Response to Retenti...Francis Ho
RESPONSE OF THE CITY OF LONDON LAW SOCIETY CONSTRUCTION LAW COMMITTEE TO THE DEPARTMENT FOR BUSINESS, ENERGY & INDUSTRIAL STRATEGY'S CONSULTATION ON THE PRACTICE OF CASH RETENTION UNDER CONSTRUCTION CONTRACTS
Insider Lease Agreements (Series: Fairness Issues in Real Estate-Based Bankru...Financial Poise
It is a common play in real estate to create a separate operating entity to serve as a tenant and execute a lease between the owner of the property and himself. Typically, this happens in assets which serve as a real estate-based business, such as a retail property. The structured enables the operator to reduce the taxable income of the business and also provide a liability shield for the property owner.
This arrangement can lead to some ethical issues, should the property owner become distressed. For example, is the lease amount above market and therefore being used to inflate the property valuation? Is rent actually being paid? Is there a proper lease in place or just an internal handshake? Attorneys need to understand the set-up in order to know what is in bounds and what is outside the lines.
To view the accompanying webinar, go to:https://www.financialpoise.com/financial-poise-webinars/insider-lease-agreements-2021/
Who benefits from the Internationalization of Petroleum DisputesQuincy Izibili
This document provides an introduction and overview of the International Centre for Settlement of Investment Disputes (ICSID) and its dispute resolution mechanism. The key points are:
1) ICSID was established in 1966 under the World Bank to provide arbitration, mediation and other alternative dispute resolution for investment disputes between states and foreign investors.
2) ICSID's jurisdiction is limited to transnational commercial investments and does not include claims between states or investors.
3) Common types of dispute resolution mechanisms available through ICSID include arbitration, expert determination, conciliation and mediation, with the goal of reconciling parties and resolving conflicts.
Dispute Resolution Clauses Ohls Presentation March 22, 2011ColmBrannigan
The document discusses alternative dispute resolution (ADR) clauses and provides tips for drafting effective ADR clauses. It notes that ADR clauses are often poorly drafted and can undermine dispute resolution. It defines ADR and the roles of negotiation, mediation, and arbitration. It then provides four tips for drafting ADR clauses: keep multi-step clauses short and simple; avoid vague terms; ensure mediation clauses address the appointment of mediators; and keep arbitration clauses short while addressing essential details like the number of arbitrators and rules to use. An example of a simple arbitration clause is also included.
This document summarizes five critical issues for commercial landlords:
1. Developments in disabled access law and new disclosure requirements for commercial leases regarding accessibility inspections.
2. Free speech rights of protesters on private commercial properties.
3. How a recent court ruling affects using contract terms to defend against fraud claims.
4. Landlords' rights when a tenant files for bankruptcy.
5. Issues around the enforceability of stipulated judgments as settlements to litigation.
City of London Law Society - Construction Law Committee - Response to Retenti...Francis Ho
RESPONSE OF THE CITY OF LONDON LAW SOCIETY CONSTRUCTION LAW COMMITTEE TO THE DEPARTMENT FOR BUSINESS, ENERGY & INDUSTRIAL STRATEGY'S CONSULTATION ON THE PRACTICE OF CASH RETENTION UNDER CONSTRUCTION CONTRACTS
Insider Lease Agreements (Series: Fairness Issues in Real Estate-Based Bankru...Financial Poise
It is a common play in real estate to create a separate operating entity to serve as a tenant and execute a lease between the owner of the property and himself. Typically, this happens in assets which serve as a real estate-based business, such as a retail property. The structured enables the operator to reduce the taxable income of the business and also provide a liability shield for the property owner.
This arrangement can lead to some ethical issues, should the property owner become distressed. For example, is the lease amount above market and therefore being used to inflate the property valuation? Is rent actually being paid? Is there a proper lease in place or just an internal handshake? Attorneys need to understand the set-up in order to know what is in bounds and what is outside the lines.
To view the accompanying webinar, go to:https://www.financialpoise.com/financial-poise-webinars/insider-lease-agreements-2021/
Who benefits from the Internationalization of Petroleum DisputesQuincy Izibili
This document provides an introduction and overview of the International Centre for Settlement of Investment Disputes (ICSID) and its dispute resolution mechanism. The key points are:
1) ICSID was established in 1966 under the World Bank to provide arbitration, mediation and other alternative dispute resolution for investment disputes between states and foreign investors.
2) ICSID's jurisdiction is limited to transnational commercial investments and does not include claims between states or investors.
3) Common types of dispute resolution mechanisms available through ICSID include arbitration, expert determination, conciliation and mediation, with the goal of reconciling parties and resolving conflicts.
Dispute Resolution Clauses Ohls Presentation March 22, 2011ColmBrannigan
The document discusses alternative dispute resolution (ADR) clauses and provides tips for drafting effective ADR clauses. It notes that ADR clauses are often poorly drafted and can undermine dispute resolution. It defines ADR and the roles of negotiation, mediation, and arbitration. It then provides four tips for drafting ADR clauses: keep multi-step clauses short and simple; avoid vague terms; ensure mediation clauses address the appointment of mediators; and keep arbitration clauses short while addressing essential details like the number of arbitrators and rules to use. An example of a simple arbitration clause is also included.
Graduación 7ª Promoción Mayores urjc-vicálvaroCCOBAEZA
Este documento describe el acto de clausura de la 7a promoción de la Universidad para Mayores de la Universidad Rey Juan Carlos en el Campus de Vicalvaro. Se entregaron diplomas a los alumnos y se pronunciaron discursos. El acto concluyó con la interpretación del himno universitario "Gaudeamus Igitur" por el coro de la universidad.
PEBBLE BEACH 2015: BUGATTI PRESENTS SUCCESSFUL SUPER SPORTS CARS FROM THE COM...steeringnews
Bugatti will showcase several of its successful super sports cars from its history at Pebble Beach, including the world record-holding Type 35 racing car and Veyron 16.4 Super Sport production car. Other highlights on display will be a Type 57SC Roadster and Type 55 Super Sport Roadster. Bugatti also continues to support owners of its sold-out Veyron fleet through its certification program.
Pick-and-Drop: A Direct Manipulation Technique for Multiple Computer Environm...Jun Rekimoto
Pick-and-Drop is a direct manipulation technique that allows information transfer between multiple computing devices using a pen. It works by dragging data from one computer screen and dropping it onto another screen or device. A data shadow provides visual feedback of the carried data. Pick-and-Drop could enable applications like exchanging information between PDAs or transferring data from a kiosk to another device. The paper proposes Pick-and-Drop as a generalized technique for information exchange across electronic appliances, ubiquitous computers, and physical objects.
El resumen cuenta la historia de Renzo, un estudiante que encuentra un rollo de fotografías sin revelar. Al revelar las fotos, descubre la imagen de una hermosa chica desconocida. Con la ayuda de su amiga Carla, Renzo intenta encontrar a la misteriosa chica, pero su búsqueda se ve interrumpida por un accidente. Finalmente, Renzo se reencuentra con la chica del rollo fotográfico.
El documento trata sobre los principios de una comunicación efectiva y asertiva. Aborda temas como el lenguaje formal, las relaciones humanas, el desarrollo profesional y las competencias comunicativas. Explica la importancia de la claridad de ideas, escuchar los puntos de vista de los demás, y reconocer cuando el otro tiene la razón para lograr una comunicación positiva.
Sitetec Construction is a multi-family renovation specialist that has completed over 6,000 projects in 13 states. They strive to be the long-term choice for customers by prioritizing integrity, being worry-free, and finding solutions. They achieve excellence through hiring professionals that share their values, continuous improvement, and positive community contributions.
El documento describe la Defensoría Pública del Ecuador, un órgano autónomo de la Función Judicial cuyo objetivo es garantizar el acceso igualitario a la justicia para personas en situación de indefensión. La Defensoría ofrece servicios legales gratuitos en todas las materias e instancias judiciales para proteger los derechos de las personas procesadas. También trabaja en áreas como pensiones alimenticias, protección de trabajadores, y violencia intrafamiliar.
This document provides instruction on forming yes/no and Wh- questions in English using the modal auxiliary "will". It states that "will" is used combined with infinitives to express the future and is not variable between people. It then provides the structure for forming yes/no questions using "will" or "won't" plus the subject and base form of the verb. Examples of yes/no questions are also given. The structure for forming Wh- questions using a Wh- word, "will" or "won't", the subject and base form of the verb is explained. Some example Wh- questions are also listed. The document concludes by providing some practice exercises for forming questions using verbs in brackets.
Cambio de modelo Energético y Política MunicipalPaz Serra
Oportunidades para el cambio de modelo energético desde el ámbito municipal: por qué es necesario un Plan de Acción para la Energía Sostenible. Historias de éxito
El resumen describe un encuentro entre el narrador y un hombre llamado Juan en la cafetería de un hospital. El narrador estaba enojado porque su hija sufría de asma severa. Juan se acercó a su mesa a pesar de la hostilidad del narrador. El resumen se compone de 3 oraciones:
El narrador se encuentra con Juan, una persona frustrante que siempre le trae tristeza, en la cafetería del hospital donde su hija estaba siendo tratada por un ataque de asma. Juan da un discurso elocuente sobre Jesús y cómo
WDT (Engineers) Pty Ltd is an engineering company that offers design, fabrication, and construction services across various industries such as sugar, mining, and materials handling. They have capabilities in process equipment design, pressure vessels, large structural fabrications, and specialize in turnkey projects. WDT has workshops in Brisbane and Mackay, Australia and can handle projects from concept through commissioning.
El bosque La Cienaga como aula ambiental para el el aprendizaje en ciencias n...María Gutiérrez
Este documento propone el Bosque La Ciénaga como un Aula Ambiental para el aprendizaje de la biodiversidad en las ciencias naturales para estudiantes de educación secundaria en Barinas, Venezuela. Actualmente, la enseñanza se centra demasiado en la transmisión de información por parte del docente y la memorización, en lugar de un aprendizaje significativo. El bosque ofrece una oportunidad para que los estudiantes exploren y aprendan directamente de la naturaleza, desarrollando una mayor comprensión y actitudes de conservación.
Iedu 2016 final4 google apps for education en mi centro salesianos ciudad de ...MARTINGVALLE
Este documento describe cómo Google Apps para Educación puede usarse en el aula para mejorar la enseñanza y el aprendizaje. Ofrece ventajas como la gestión centralizada, el control del alumnado, la legalidad de los correos electrónicos, y funcionalidades colaborativas en tiempo real. Explica cómo puede usarse para la comunicación, organización, eficiencia, documentación y evaluación, incluyendo encuestas, exámenes, rúbricas y seguimiento del progreso del alumnado.
Este documento proporciona instrucciones paso a paso para crear un aviso de atención al cliente en el sistema SAP. Explica cómo seleccionar la clase de aviso, buscar el cliente, ingresar la descripción y detalles del reclamo, y registrar la persona que crea el aviso. Al completar los pasos, el sistema genera automáticamente un número de aviso para registrar el reclamo del cliente. Adicionalmente, indica que el seguimiento del reclamo puede registrarse usando la transacción IW52.
The document appears to be a series of multiple choice questions about chemical building blocks and the four states of matter: solid, liquid, gas, and plasma. It includes questions about the definitions and properties of these states, such as particles being tightly packed in solids but spread apart in gases, liquids not having a definite shape, and the processes of freezing, melting, boiling, evaporation, and condensation.
Walt Metz is an experienced general counsel, corporate secretary, and business partner with over 25 years of experience advising companies in transportation, logistics, and warehousing industries. He has held in-house counsel roles at several large companies, establishing the first legal department at Americold Realty Trust and facilitating major transactions. Currently working as an independent consultant, Metz is seeking a new career challenge utilizing his skills in litigation management, risk management, M&A, and strategic planning.
Walt Metz is an experienced in-house legal counsel for transportation and supply chain companies. He has held roles as General Counsel and Vice President of Legal for several large companies. His experience includes establishing legal departments, facilitating acquisitions and financings, resolving complex litigation matters, and advising on transactions and regulatory compliance. Currently he works as a private legal consultant to transportation businesses.
Graduación 7ª Promoción Mayores urjc-vicálvaroCCOBAEZA
Este documento describe el acto de clausura de la 7a promoción de la Universidad para Mayores de la Universidad Rey Juan Carlos en el Campus de Vicalvaro. Se entregaron diplomas a los alumnos y se pronunciaron discursos. El acto concluyó con la interpretación del himno universitario "Gaudeamus Igitur" por el coro de la universidad.
PEBBLE BEACH 2015: BUGATTI PRESENTS SUCCESSFUL SUPER SPORTS CARS FROM THE COM...steeringnews
Bugatti will showcase several of its successful super sports cars from its history at Pebble Beach, including the world record-holding Type 35 racing car and Veyron 16.4 Super Sport production car. Other highlights on display will be a Type 57SC Roadster and Type 55 Super Sport Roadster. Bugatti also continues to support owners of its sold-out Veyron fleet through its certification program.
Pick-and-Drop: A Direct Manipulation Technique for Multiple Computer Environm...Jun Rekimoto
Pick-and-Drop is a direct manipulation technique that allows information transfer between multiple computing devices using a pen. It works by dragging data from one computer screen and dropping it onto another screen or device. A data shadow provides visual feedback of the carried data. Pick-and-Drop could enable applications like exchanging information between PDAs or transferring data from a kiosk to another device. The paper proposes Pick-and-Drop as a generalized technique for information exchange across electronic appliances, ubiquitous computers, and physical objects.
El resumen cuenta la historia de Renzo, un estudiante que encuentra un rollo de fotografías sin revelar. Al revelar las fotos, descubre la imagen de una hermosa chica desconocida. Con la ayuda de su amiga Carla, Renzo intenta encontrar a la misteriosa chica, pero su búsqueda se ve interrumpida por un accidente. Finalmente, Renzo se reencuentra con la chica del rollo fotográfico.
El documento trata sobre los principios de una comunicación efectiva y asertiva. Aborda temas como el lenguaje formal, las relaciones humanas, el desarrollo profesional y las competencias comunicativas. Explica la importancia de la claridad de ideas, escuchar los puntos de vista de los demás, y reconocer cuando el otro tiene la razón para lograr una comunicación positiva.
Sitetec Construction is a multi-family renovation specialist that has completed over 6,000 projects in 13 states. They strive to be the long-term choice for customers by prioritizing integrity, being worry-free, and finding solutions. They achieve excellence through hiring professionals that share their values, continuous improvement, and positive community contributions.
El documento describe la Defensoría Pública del Ecuador, un órgano autónomo de la Función Judicial cuyo objetivo es garantizar el acceso igualitario a la justicia para personas en situación de indefensión. La Defensoría ofrece servicios legales gratuitos en todas las materias e instancias judiciales para proteger los derechos de las personas procesadas. También trabaja en áreas como pensiones alimenticias, protección de trabajadores, y violencia intrafamiliar.
This document provides instruction on forming yes/no and Wh- questions in English using the modal auxiliary "will". It states that "will" is used combined with infinitives to express the future and is not variable between people. It then provides the structure for forming yes/no questions using "will" or "won't" plus the subject and base form of the verb. Examples of yes/no questions are also given. The structure for forming Wh- questions using a Wh- word, "will" or "won't", the subject and base form of the verb is explained. Some example Wh- questions are also listed. The document concludes by providing some practice exercises for forming questions using verbs in brackets.
Cambio de modelo Energético y Política MunicipalPaz Serra
Oportunidades para el cambio de modelo energético desde el ámbito municipal: por qué es necesario un Plan de Acción para la Energía Sostenible. Historias de éxito
El resumen describe un encuentro entre el narrador y un hombre llamado Juan en la cafetería de un hospital. El narrador estaba enojado porque su hija sufría de asma severa. Juan se acercó a su mesa a pesar de la hostilidad del narrador. El resumen se compone de 3 oraciones:
El narrador se encuentra con Juan, una persona frustrante que siempre le trae tristeza, en la cafetería del hospital donde su hija estaba siendo tratada por un ataque de asma. Juan da un discurso elocuente sobre Jesús y cómo
WDT (Engineers) Pty Ltd is an engineering company that offers design, fabrication, and construction services across various industries such as sugar, mining, and materials handling. They have capabilities in process equipment design, pressure vessels, large structural fabrications, and specialize in turnkey projects. WDT has workshops in Brisbane and Mackay, Australia and can handle projects from concept through commissioning.
El bosque La Cienaga como aula ambiental para el el aprendizaje en ciencias n...María Gutiérrez
Este documento propone el Bosque La Ciénaga como un Aula Ambiental para el aprendizaje de la biodiversidad en las ciencias naturales para estudiantes de educación secundaria en Barinas, Venezuela. Actualmente, la enseñanza se centra demasiado en la transmisión de información por parte del docente y la memorización, en lugar de un aprendizaje significativo. El bosque ofrece una oportunidad para que los estudiantes exploren y aprendan directamente de la naturaleza, desarrollando una mayor comprensión y actitudes de conservación.
Iedu 2016 final4 google apps for education en mi centro salesianos ciudad de ...MARTINGVALLE
Este documento describe cómo Google Apps para Educación puede usarse en el aula para mejorar la enseñanza y el aprendizaje. Ofrece ventajas como la gestión centralizada, el control del alumnado, la legalidad de los correos electrónicos, y funcionalidades colaborativas en tiempo real. Explica cómo puede usarse para la comunicación, organización, eficiencia, documentación y evaluación, incluyendo encuestas, exámenes, rúbricas y seguimiento del progreso del alumnado.
Este documento proporciona instrucciones paso a paso para crear un aviso de atención al cliente en el sistema SAP. Explica cómo seleccionar la clase de aviso, buscar el cliente, ingresar la descripción y detalles del reclamo, y registrar la persona que crea el aviso. Al completar los pasos, el sistema genera automáticamente un número de aviso para registrar el reclamo del cliente. Adicionalmente, indica que el seguimiento del reclamo puede registrarse usando la transacción IW52.
The document appears to be a series of multiple choice questions about chemical building blocks and the four states of matter: solid, liquid, gas, and plasma. It includes questions about the definitions and properties of these states, such as particles being tightly packed in solids but spread apart in gases, liquids not having a definite shape, and the processes of freezing, melting, boiling, evaporation, and condensation.
Walt Metz is an experienced general counsel, corporate secretary, and business partner with over 25 years of experience advising companies in transportation, logistics, and warehousing industries. He has held in-house counsel roles at several large companies, establishing the first legal department at Americold Realty Trust and facilitating major transactions. Currently working as an independent consultant, Metz is seeking a new career challenge utilizing his skills in litigation management, risk management, M&A, and strategic planning.
Walt Metz is an experienced in-house legal counsel for transportation and supply chain companies. He has held roles as General Counsel and Vice President of Legal for several large companies. His experience includes establishing legal departments, facilitating acquisitions and financings, resolving complex litigation matters, and advising on transactions and regulatory compliance. Currently he works as a private legal consultant to transportation businesses.
Walt Metz is an experienced attorney with over 25 years of experience working in-house as general counsel for transportation and logistics companies. He has received glowing recommendations from over 15 former colleagues who praise his legal expertise, work ethic, problem-solving skills, and ability to understand both business and legal issues. Recommenders held positions such as general counsel, CEO, and partner at major law firms, and they recommend Walt highly for his integrity, diligence, and value as a trusted advisor.
Martin T. Boratyn is an experienced attorney and business operations executive with over 30 years of experience advising corporations. He has held senior legal and business roles at the Public Utilities Commission of Ohio, Exel Direct Inc., and Allied Van Lines Inc. Boratyn has extensive experience in commercial transactions, litigation, regulatory compliance, and business operations. He has successfully negotiated complex contracts, resolved litigation matters, and implemented strategies to reduce business expenses and risks. Boratyn holds a Juris Doctor from DePaul University and is licensed to practice law in Illinois and Ohio.
Morgan F. Johnston is an experienced in-house counsel with over 30 years of experience providing legal services to public companies. He is currently the Senior Vice President, General Counsel, and Secretary of GreenHunter Resources, Inc., a NYSE listed company in the water management industry. Previously, he held the same roles at Magnum Hunter Resources, Inc., an oil and gas exploration and production company. He has extensive experience advising companies on securities law, mergers and acquisitions, corporate governance, and general corporate matters.
Douglas Robinson is an experienced litigation attorney with over a decade of handling all types of disputes. He has worked in-house at major companies and law firms, litigating cases involving complex business torts, contracts, real estate, and consumer protection. Robinson is a skilled negotiator who is often able to resolve disputes early in a case by thoroughly understanding the issues. He has managed large caseloads and trained attorneys on compliance with consumer laws.
The document is a resume for Alyssa D. Englund summarizing her experience as an attorney specializing in commercial litigation and bankruptcy law. She has over 13 years of experience representing large corporations, creditors, and committees. She is seeking an in-house counsel position where she can provide transactional and litigation advice.
Emerging Trends in Media Deals, Challenges and Opportunities Expert Webcast
Discussion includes:
The Entertainment, Media and Communications (“EMC”) space has become immensely complex, constantly changing and hyper-competitive. Our panel of experts comprised of an investment banker, a deal and bankruptcy lawyer, a valuation expert, and EMC executives will examine current EMC trends and transactional opportunities, both healthy and distressed, as well as provide tips and strategies for getting deals done.
MAJOR TOPICS:
Current media trends:
Where is the growth?
Changing markets
Television, www, geographic trends
Programming, format and distribution / legacy infrastructure
Value of content v. “dead” libraries
Valuation trends and outlook for the future
Traditional model is broken: distressed opportunities
Observations on recent distressed EMC transactions
Getting a distressed deal done: legal landscape and structure
Credit bidding
In- or out-of-court restructuring
363 Sales
Assignments for the Benefit of Creditors
Discussions with lenders: pre- and post-petition
EMC-specific issues to consider
Capitalization, financing and transactional issues
Selected case studies
This document provides a summary of key changes and impacts from the America Invents Act of 2011, which overhauled the U.S. patent system. The Act transitions the U.S. from a "first to invent" system to a "first to file" system, increasing the urgency to file patent applications quickly. It also aims to improve patent quality through new procedures allowing easier challenges of patents outside the court system. However, the Act likely will not cut back on large patent lawsuit damages or significantly impact patent "trolls" in the near future. The biggest change is transitioning to a "first to file" priority system.
The document provides a summary of Laura Westphal's professional experience and qualifications. It outlines her experience managing complex projects and departments across both private and public sectors. She has expertise in legal, compliance, HR, research, and policy development matters. Her experience includes roles as a Commissioner overseeing police conduct, Chief Operating Officer of an interdisciplinary business, and Managing Partner of a law firm.
This document summarizes the post-confirmation bankruptcy services provided by Pachulski Stang Ziehl & Jones LLP (PSZJ), the largest bankruptcy firm in the US. It describes their expertise in areas like avoidance/preference analysis and litigation, claim reconciliation and litigation, asset recovery and liquidation, asset sales, and wind downs. It highlights their proprietary software and unique litigation approaches. It also provides brief biographies of four partners in the firm's Post Confirmation Group and lists some representative matters they have handled.
July 13, 2017: Strategic Solutions to Cross-Border Business DisputesExpert Webcast
MAJOR TOPICS:
Structuring cross-border transactions
Dispute resolution: litigation, arbitration, other
Choice of law and venue
Enforcement
Treaties
Valuation issues
Cultural differences
Protection and ownership of IP
Forensic reviews and investigations
Cybersecurity concerns
MODERATOR:
Alex Kasdan, Senior Managing Director, DelMorgan & Co.
Understanding Claim History in M&A InsuranceExpert Webcast
Overview of M&A / Representations and Warranties Insurance
Payout history / frequent types of claims
Claim submission and processing
Role of a broker
Roles of external advisors – lawyers, accountants
Common issues
Transactional observations
This document summarizes a webcast on raising capital for companies. It introduces the moderator, panelists and organizer. The major topics to be discussed are: assessing capital requirements; uses of capital; legal and financial reporting requirements; valuation; debt vs equity; deal structure; maintaining control; types of investors; and the process of raising capital. The first panelist provides an overview of sources of private capital for different stages of high-tech/social media companies and conventional companies, including friends/family, venture capital, and private equity firms.
This document outlines an agenda for a panel discussion on preparing for the next global economic crisis and facilitating cross-border restructuring. The panel will discuss the EU Insolvency Regulation's approach of "modified universalism" and experiences with cross-border insolvency cases in Europe. Panelists include experts from the EU Commission, international law firms, and a trustee involved in large insolvency cases. They will address efforts at the UN, EU, and national levels to reform insolvency laws and whether legal frameworks have achieved universalism within Europe or are still hindered by territorial approaches outside of Europe. The effectiveness of treaties and remaining challenges to a universal insolvency convention will also be discussed.
Expert Webcast Maximizing Value of Privately Held CompanyExpert Webcast
This document summarizes a webcast panel on maximizing the value of a privately held company. The moderator was Alexander B. Kasdan of DelMorgan & Co. Panelists included Neil Morganbesser, President and CEO of DelMorgan & Co., William F. Capps, Partner and Chairman of Jeffer Mangels Butler & Mitchell LLP, and Harlee M. Gasmer, Partner at The Kolodny Law Group. The panel discussed preparing for personal eventualities like preserving business value and estate planning, resolving corporate issues, addressing financial matters, and preparing for a sale or recapitalization of the privately held company.
Expert Webcast: Maximizing Value of Privately Held CompanyExpert Webcast
Maximizing the Value of a Privately Held Company from the Corporate, Financial and Management Perspectives. This panel presentation addresses the issues involved in building, running and exiting a private company or a family-owned business, including owners’ personal considerations and business-related corporate law, financial and management issues.
Maximizing Value of Privately Held Company Expert Webcast
This panel discussion focused on maximizing the value of a privately held company. The panelists discussed the importance of having a solid legal foundation for the business through proper entity formation and shareholder agreements. Common issues with privately held companies like succession planning and conflicts between owners and management were also addressed. The panel recommended preplanning activities like interviewing investment bankers and improving financial reporting to prepare a company for a future transaction. Family law issues when going through a divorce, like fiduciary duties between spouses and valuing a community property business, were also covered.
Craig Dippolito is an attorney based in Lake Worth, Florida with over 25 years of experience in real estate law, foreclosure litigation, and title examination. He has held roles examining titles, drafting foreclosure documents, and clearing title exceptions for major lenders and servicers. Currently, he works independently examining titles and advising on complex title issues in Florida, Maryland, and Virginia.
11.16.2017 Strategies for US Companies' Expansion AbroadExpert Webcast
Expansion structures: organic, mergers, acquisitions, joint ventures, other
Structuring private equity acquisitions abroad
Intellectual property and technology transfer issues
Understanding local infrastructure, language and culture
Staffing a deal team
Due diligence and disclosures
Dispute resolution mechanisms
Transfer pricing, tax structures and repatriation of capital
Financing availability
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Trucking Regulatory and Legislative Developments 2013Walt Metz
The document summarizes recent developments regarding hours of service regulations and the Compliance, Safety, Accountability (CSA) program in the mid-2013 timeframe. Regarding hours of service, the American Trucking Associations lawsuit challenging changes to the rules was largely unsuccessful, though the 30-minute break requirement was overturned for short-haul drivers. The CSA Advisory Subcommittee issued recommendations on how to improve the CSA program, including whether to include non-preventable crashes in scoring and whether to publicly display certain scores. Additionally, a lawsuit was filed challenging FMCSA guidance on the use of CSA data by shippers, brokers, and insurers.
The document is a court case summary regarding a dispute over the deposition of an in-house counsel. It discusses the following key points:
1. The plaintiffs sought to depose the defendant's in-house counsel regarding pre-litigation matters. The magistrate judge allowed this but the defendant objected.
2. The district court found that the magistrate judge erred by not applying the three-part test from Shelton v. Am. Motors Corp for determining if opposing counsel can be deposed. This test should also apply to attempts to depose in-house counsel.
3. While some courts had only applied the Shelton test to depositions of trial counsel, the rationale for the test, such as protecting
The document provides a mid-year report on significant regulatory, legislative, and litigation developments for the trucking industry in 2013. Key points include:
- The U.S. Court of Appeals upheld the FMCSA's 2011 changes to hours of service regulations, except for exempting short-haul drivers from rest break requirements.
- An advisory committee recommended making some CSA safety score categories private until data issues are resolved, as carriers have challenged the validity and use of CSA data in ongoing litigation to be heard in September.
- The U.S. Supreme Court ruled that portions of the Port of Los Angeles' clean truck program regulating drayage operators violate federal preemption law.
The Supreme Court of Nebraska reversed the decision of the district court in a case challenging the constitutionality of a statute governing the calculation of taxes to fund education for students in non-high school districts. The Supreme Court found that: (1) the district court order finding the statute unconstitutional was a final, appealable order; (2) the case could not proceed as a class action due to conflicts of interest among class members; and (3) the plaintiffs were estopped from challenging the constitutionality of the statute since they utilized the statutory process for appealing the tax levy. The case was remanded to the district court for further proceedings.
The court affirmed the trial court's granting of summary judgment in favor of the defendants. The court found that there was no genuine issue of material fact regarding whether the special employer doctrine applied. Under the special employer doctrine, an employee can be considered simultaneously employed by both their primary employer and any other employer to whom their services were loaned, if three conditions are met: (1) an express or implied contract with the special employer; (2) the work being done is essentially for the special employer; and (3) the special employer has the right to control the work details. The court determined all three conditions were met, making the defendant the plaintiff's special employer and entitling the defendant to workers' compensation immunity.
Walt Metz Articles, Presentations and DecisionsWalt Metz
The document profiles Walter Metz, an in-house transportation lawyer. It lists his contact information and provides a biography describing his extensive experience working as general counsel for large transportation and logistics companies. The document also lists numerous articles, presentations and published appellate decisions authored by Mr. Metz relating to transportation law topics.
Walt metz case -ewing v. board of equalizationWalt Metz
The document discusses the benefits of exercise for mental health. Regular physical activity can help reduce anxiety and depression and improve mood and cognitive functioning. Exercise causes chemical changes in the brain that may help boost feelings of calmness, happiness and focus.
The document summarizes an upcoming Counsel to Counsel Forum on aligning litigation strategy, budget, and support. The forum will take place on May 13, 2010 in Miami, FL and discuss topics such as cost-efficient approaches to working with outside counsel, dealing with discovery issues, and using case assessments. Co-chairs Walt Metz and Suzie Brown Vazquez will lead discussions on creating metrics to measure litigation and handling complex cases. The event is free for corporate counsel but space is limited.
Guidleines for management of outside litigation counselWalt Metz
This document discusses strategies for efficiently managing litigated claims that have been assigned to outside counsel. It recommends that in-house counsel first set clear goals for litigation, such as limiting costs and achieving early resolution. It then provides tips for managing outside counsel, including carefully selecting a trial-ready attorney, negotiating billing rates, providing detailed instructions, and closely monitoring the case. The document stresses the importance of in-house involvement to control litigation costs and achieve superior results.
1) The FMCSA's CSA program aims to improve motor carrier safety monitoring and ratings. It began as a pilot in 2008 and will complete implementation in 2012 with new rules determining safety ratings based solely on carriers' own safety data.
2) Currently, CSA uses SMS methodology to monitor carriers and identify those needing intervention. It compares carriers' inspection data across seven BASICs categories. This data and percentile rankings are public but crash and cargo data are not.
3) Upcoming rules will base safety ratings (Fit/Unfit designations) solely on carriers' individual SMS data, eliminating the need for on-site reviews. This will make ratings more current and responsive to carriers' true safety
The document summarizes changes to the Federal Motor Carrier Safety Administration's (FMCSA) hours of service (HOS) regulations for truck drivers. Key changes include:
1) Limiting drivers to one 34-hour restart period per week, and requiring it to include two periods from 1-5 AM.
2) Requiring drivers to take a 30-minute break after 8 hours of driving, effective July 2013.
3) Increasing fines for violations.
The changes are opposed by industry groups and safety advocates, who argue they will reduce productivity and increase costs without improving safety. Both sides have filed lawsuits challenging the rulemaking process.
Legal/Regulatory Developments Are Changing the Economic Landscape of TruckingWalt Metz
Changes to U.S. laws, primarily changes to FMCSA, EPA and NHTSA regulations, are “driving” up the cost of conducting the business of trucking and forever changing the economic landscape of trucking. The regulatory changes seem to be tipping the scales to the advantage of larger carriers, which may lead to substantial further consolidation of the industry. This article summarizes the regulatory changes and other factors making having this impact.
Legal/Regulatory Developments Are Changing the Economic Landscape of Trucking
Walt Metz Legal Projects Portfolio
1. WALT METZ
LEGAL PROJECTS
PORTFOLIO
WALTER R. METZ, JR., Esq.
7325 Laurel Oak Drive
Suwanee, Georgia 30024
(770) 888-3720
waltmetz@live.com
http://www.linkedin.com/in/waltmetz 1
2. Walt Metz Background
Walt Metz is an accomplished, executive level in-house
counsel, with functional expertise in legal affairs management, transportation law, real
estate, commercial and tort litigation, transportation agreements, customer
agreements, general contracts, financing transactions, M & A, risk management and
corporate secretary duties. Walt's experience applies across a wide range of industries,
including transportation, trucking, real estate, warehousing, and retail. This includes
service with three public companies and a five year tenure (2005-2010) as the Vice
President, General Counsel & Secretary for Americold Realty Trust/AmeriCold
Logistics, North America’s largest provider of temperature controlled warehousing,
food distribution and transportation logistics services, with extensive real estate
holdings and REIT status. Specific accomplishments at Americold and other
permanent and transition positions include:
►Supervised the contractual, closing and implementation functions for $190M
multiple warehouse facilities acquisition;
►Coordinated the drafting, due diligence and implementation process for $1B
refinancing involving several mortgage pools;
►Coordinated the internal due diligence process for stock acquisition of company;
►Provided internal legal assistance for an ATM stock offering;
►Served as member of the Steering Committee for a joint defense group defending a
major e-commerce patent infringement suit; and
►Analyzed the need to change a trucking company’s internal liability claims handling
processes and the case evaluation and reporting criteria used by outside counsel in
liability cases and implemented the needed changes;
The first four listed items above were publicly disclosed and are the subject of
this legal projects portfolio.
Walt is available for a new in-house legal opportunity. Walt’s
complete professional profile can be accessed at:
http://www.linkedin.com/in/waltmetz 2
3. SECTION I
PROJECTS COMPLETED DURING WALT
METZ’S TENURE AS GENERAL COUNSEL
FOR AMERICOLD REALTY TRUST/
AMERICOLD LOGISTICS, LLC
2005-2010
“Walt is a conscientious and dedicated attorney. It has
been a pleasure to work with Walt throughout his
tenure at AmeriCold.” March 17, 2010
Jonathan Eady, Partner, Arnall Golden Gregory LLP
---Was with outside law firm when working with Walt
at AmeriCold Logistics
3
4. AUGUST 2006 PURCHASE
OF
CONAGRA’S
TEMPERATURE
CONTROLLED
WAREHOUSES
“I have worked opposite Walt on very large, complex business
transactions and am impressed with his diligence, integrity,
courtesy and win-win approach to getting the deal done. He has a
can-do, problem-solver attitude and the skill to back it up.” October
27, 2010
Lee Hamann, Attorney, McGrath North Mullin & Kratz, PC LLO
Was with a law firm when working with Walt at Americold Realty
Trust and AmeriCold Logistics, LLC 4
6. DECEMBER 2006
$1 BILLION MORTGAGE
BACKED FINANCING
“I came to Americold as CEO after The Yucaipa Companies acquired a
minority interest, but had operating control. Previously, I was a Partner at
Yucaipa. At the time, Americold outsourced all legal work, and it was decided
that we required dedicated staff counsel. Walt was selected for that position
from amongst several candidates. In this position, Walt reported to me and
developed a comprehensive in-house legal operation. He worked with
diligence on many projects. Primarily, his legal efforts centered on the full
portfolio of business issues: contracts, environmental, employment.
Americold employed 7,000 in 98 locations nationwide and generated
revenues in excess of $700 million. Walt represented the firm well in all
manner of work. Walt also worked with the owner group (Vornado, Crescent
and Yuciapa) on projects brought forth by the sponsors. Of note, was a major
bank refinancing completed in 2007. His experience at Americold both
utilized and enhanced his professional experience.” August 28, 2010
Tony Schnug, CEO, Americold
--Was Walt’s boss during most of his tenure at Americold Realty Trust and
AmeriCold Logistics, LLC
6
11. AT THE MARKET
STOCK OFFERING
“I had the opportunity to work with Walt on an equity transaction with a very short
timeline. Although Walt had only been with Old Dominion for about a week, he
immediately became involved with the internal and external transaction team and
helped get the transaction completed in a timely manner. His careful attention to
detail and thoughtful approach was certainly appreciated.” June 24, 2011
Ross Parr, Was Member, Womble Carlyle Sandridge & Rice, PLLC
was outside counsel to Walt at Old Dominion Freight Line, Inc.
“I worked opposite Walt Metz on a public offering by his client, where
Scudder Law Firm was counsel for the underwriter and Walt was the lead
in-house attorney for the issuer. Walt was tireless in his efforts to
negotiate the best possible terms for his client. He was diligent,
resourceful, and tenacious when making, supporting, and defending his
client's point of view. He has a strong work ethic and was always ready to
work as hard as anyone else on the team. Moreover, his broad and deep
knowledge of the transportation industry, combined with his ability to
separate the important from the unimportant, streamlined numerous
issues, which was critical in a fast-moving process. He also maintained a
rigorous sense of value, insisting on a process and result that respected
both quality and cost. Walt's skill set would be valuable for a broad range
of companies in the transportation and logistics supply chain.”
Mark Scudder, Partner, Scudder Law Firm
Scudder Law Firm was counsel for the underwriter and Walt was the lead
in-house attorney for the issuer
14. Gordon Trucking, Inc.
“For a lawyer, Walt's actually a pretty reasonable guy.
Walt and I worked together on our biggest financing
project to date. He held his ground vs. an opposing
counsel who was very insistent. His counsel was
wise, and his attention to detail assured that we got
all the issues addressed.”
---Bob Goldberg, Executive Vice President and CFO,
Gordon Trucking, Inc.
“I worked with Walt on the opposite side of several
transactions as he represented a mutual
transportation client. I found Walt to be extremely
detailed oriented and represented his client as GC
with the highest level of integrity. Walt took the time
to fully understand the nature of the transactions,
listened carefully to the concerns and needs of the
lender, and made appropriate adjustments and
recommendations as needed. I would recommend
Walt highly.”
---Christopher Algeo, Vice President and Senior 14
Relationship Manager, Key Bank.
15. WOW Logistics
“I recently had an opportunity to work with Walt
on a couple of projects. I was extremely
impressed with his aptitude, knowledge of
warehouse law, and attention to detail. My
company was in the process of hiring a new
general counsel and I was up against a deadline.
He went out of his way to provide feedback and
guidance, so I could bring the matter to a speedy
and successful closure. I would highly
recommend Walt to anyone that needed an
attorney for matters concerning third party
warehousing or transportation.” October 1, 2012
---Jamie Wally, CLP, V.P. of Sales and Marketing,
WOW Logistics.
15
17. OTHER
ACCOMPLISHMENTS
■ Started New Company Legal Department
■ Implemented Post Acquisition Transition Plan
■ Completed Structural & Procedural Changes for
Refinancing
■ Assisted in Obtained Revolving Credit Facilities
■ Created New Contract Process
■ Implemented Contract Storage & Retrieval System
■ Reviewed/Drafted All Major Company Contracts
■ Supervised All Major Company Litigation and Claims
■ Revised Company Claims Handling Process
■ Revised Structure for Outside Counsel Reporting
■ Resolved Two Major Customer Contract Disputes
■ Obtained Early Dismissals of Two Major Class Action
Suits
■ Provided Litigation Advice for $1 Million Claim
Recovery
■ Supervised Major Patent Infringement Litigation
■ Recognized Author on Current Law Topics 17
■ Past Leader of Top National Lawyer’s Committee
18. Day to Day
Functional Skills
■ Corporate Secretary ■ Contract Reviews
■ General Practice ■ Customer Agreements
■ Employment Law ■ Trans. Agreements
■ Transportation Law ■ Risk Management
■ Warehousing Law ■ Dispute Resolution
■ Commercial Leases ■ Commercial Litigation
■ Commercial Loans ■ Trans. Litigation
■ M&A ■ Tort Litigation
■ Real Estate Transactions ■ Patent Lit. Mangmnt.
18