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Course Details

Strategic Transactions in the Fashion and Retail Industry (Herzeca)

Spring 2023   LAW 977-001  

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Lois Herzeca

Adjunct Professor of Law

Additional Information
Experiential Course


Skills Training
Oral Presentations
Team Projects
Drafting Legal Documents
Other Professional Skills: Negotiation strategies

10% Participation,
90% Other (Performance on oral and written assignments (interim assignments represent 40%, and final assignment represents 50%, of the grade in this course).)

Satisfies Senior Writing Requirement



Class meets online.

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.

- I will make PowerPoint slides or other class materials routinely available on the course site to everyone in the class.

- When you are better, please make an appointment to meet with me and I will review/answer questions about what you missed.

Meeting Times/Location
W 4:30PM - 6:30PM



Recent events have propelled the growth of e-commerce, contactless commerce, gaming, wearable technology, and, of course, the metaverse. Technological advances, combined with the continuing economic and social impact of the pandemic, have fundamentally changed the fashion and beauty industries and, more broadly, the retail industry. These industries are experiencing a wave of innovative start-ups, new joint ventures, M&A deals, and restructurings. This seminar explores business and legal developments in the fashion, beauty and broader retail industries as a framework for developing the skills of a transactional lawyer. Coursework will focus on: understanding the key strategic alternatives available to fashion, beauty and retail companies in the current environment; analyzing recent industry transactions; and, developing transactional drafting, negotiation and client advisory skills. Students will discuss business case studies, analyze agreements, learn and practice negotiating strategies, and create new companies. Students will have both oral and written assignments to complete (including a final assignment), but no exams. This course can be taken whether or not the student has already taken Fashion Law. The instructor for this course is Lois Herzeca, who co-founded and co-chaired Gibson Dunn’s Fashion, Retail and Consumer Products Practice Group, co-authored Fashion Law and Business: Brands & Retailers (2013), is a podcast industry executive, and is an adviser to many fashion, retail and tech start-ups. Attendance is mandatory (unless a prior arrangement is made).

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.

Skills Learning outcomes: Demonstrate an understanding of the individual course skill; Demonstrate the ability to receive and implement feedback; Demonstrate an understanding of how and when the individual course skill is employed in practice.