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Course Details

International Business Transactions (Mooney)

Spring 2021   LAW 620-001  

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Faculty
Charles W. Mooney Jr.

Charles A. Heimbold, Jr. Professor of Law

cmooney@law.upenn.edu
Additional Information

Skills Training
Oral Presentations
Drafting Legal Documents
Other Professional Skills:

Grading
100% Exam,
Other (Class participation will be taken into account for grades on the margin.)

Exam
Multiple Choice,
Short Answer,
Essay,
Take Home,
Open-Book

Satisfies Senior Writing Requirement

No

Location

Class meets in person.

Course Continuity
Students are encouraged to stay home if you are ill or experience flu-like symptoms. If you miss a class for any reason, it is still your responsibility to make up the work missed.

I offer the following to students who miss class due to illness:

- Class sessions are regularly recorded. I will make these recordings routinely available on the course site to everyone in the class.

Meeting Times/Location
TR 9:00AM - 10:20AM
Silverman Hall 240B

Category
Upper-Level

Credits
3.0

This course provides an overview of the legal issues—domestic, foreign, and international—that arise when U.S. companies do business abroad. However, most of the issues that we will consider also may arise when a firm of any nationality does business in a foreign state. We will focus on typical transactions and the related agreements. In particular, we will address export sales of goods, agency and distributorship agreements, licensing of intellectual property, mergers and acquisitions, joint ventures, development (concession) agreements between an investor and a foreign state, privatization of state-owned enterprises, project financing, aircraft financing under the Cape Town Convention, and foreign sovereign debt issuance and restructuring. The course also covers U.S., foreign, and international regulation in such areas as antitrust (competition) law, securities regulation, intellectual property, taxation, foreign corrupt practices, and international trade law (WTO).

Given the variety and complexity of the areas covered by the course, it will emphasize the importance of knowing the right questions to ask and issues to recognize in the structure, planning, negotiation, and documentation of cross-border business transactions. It also will focus on a variety of lawyering issues, such as the structure on transactional documentation (including the role of representations and warranties, affirmative and negative covenants, conditions precedent, governing law, choice of forum, and events of default). It also will introduce students to the important role of third-party legal opinions in connection with many types of transactions.

Regular attendance is strongly recommended. However, any make-up classes will be recorded and made available to the class members. Three or four students will be assigned and notified in advance to be prepared for specified problems and questions for each class, thus allowing ample time for advance preparation.

Course Concentrations

Business and Corporate Law Learning outcomes: Demonstrate a core understanding of business and corporate law; Perform legal analysis in the context of business and corporate law; Communicate effectively on topics related to business and corporate law; Demonstrate an understanding of the interconnection between the world of business and finance and that of business and corporate law, and how they affect other areas of law and society.

International and Comparative Law Learning outcomes: Demonstrate a core understanding of international and comparative law, both substantively and procedurally; Perform legal analysis in the context of international and comparative law; Communicate effectively on topics related to international and comparative law; Demonstrate an understanding of the role of international and comparative law, and their interconnection with domestic law.

Courts and the Judicial System Learning outcomes: Demonstrate a core understanding of both substantive and procedural issues in the operation of our legal system; Perform legal analysis in the context of procedural issues and the judicial process; Communicate effectively on topics related to procedure and the judicial process; Demonstrate an understanding of how procedural issues and the judicial process affect all other area of our legal system.

Intellectual Property and Technology Law Learning outcomes: Demonstrate a core understanding of intellectual property law; Perform legal analysis in the context of intellectual property law; Communicate effectively on topics related to intellectual property; Demonstrate an understanding of the interconnection between technology and intellectual property, and how they affect other areas of law and society.

Property and Real Estate Law Learning outcomes: Demonstrate a core understanding of property and real estate law; Perform legal analysis in the context of property and real estate law; Communicate effectively on topics related to property and real estate law; Demonstrate an understanding of how property and real estate law affect other areas of law.

Tax Law Learning outcomes: Demonstrate a core understanding of tax law and policy; Perform legal analysis in the context of tax law and policy; Communicate effectively on topics related to tax law and policy; Demonstrate an understanding of how tax law and policy affect other areas of law and business.

Administrative and Regulatory Law Learning outcomes: Demonstrate a core understanding of administrative and regulatory law and the administrative process, including the role of statutory authorization and work of administrative agencies; Perform legal analysis in the context of administrative and regulatory law; Communicate effectively on topics related to administrative and regulatory law; Demonstrate an understanding of the role administrative and regulatory law play in our legal system and in society as a whole.

Professional Responsibility and Ethics Learning outcomes: Demonstrate an understanding of how the law affects, and is affected by, the individual course topic; Perform legal analysis in the context of the individual course topic; Communicate effectively on the legal and other aspects of the individual course topic; Demonstrate the ability to use other disciplines to analyze legal issues relevant to the individual course topic, including economics, philosophy, and sociology, as appropriate.


Textbooks

"Transnational Business Problems" by Vagts, Dodge, Buxbaum and Koh
Edition: 6th
Publisher: Foundation Press
ISBN: 9781683286523
Required