Pitt Law’s Master of Studies in Law Curriculum

The course will help you to begin to "think like a lawyer." You will gain experience in reading and analyzing cases and statutes in order to begin to understand how to use the law to predict answer to legal questions. The course will also explore research and writing in the legal profession.

We’ll begin with an introduction to the legal system that will set the foundation, not only for this course, but also for the rest of your law school experience. It’s imperative to understand the structure of the U.S. government and how the three branches of government interact to create, enforce, and interpret laws. We’ll also learn more about the state and federal court structures in the U.S. and how and why we use cases in law school to understand legal concepts. Finally, we’ll learn skills for reading and briefing cases that you will use throughout law school.

We’ll then move on to gaining skills in reading and understanding legal documents. Legal documents, such as statutes, regulations, and cases are not easy to read, but this skill can be developed with practice. We will learn specific skills and strategies for “reading like a lawyer.” We will learn more about identifying the “rule of law” in a case and we’ll also talk about how to synthesize a rule of law from multiple sources. Finally, we’ll learn how to apply a rule of law to predict the outcome of new scenarios. This is an essential skill for all students of the law. Whenever you are confronted with a new set of facts, you’ll need to be able to synthesize a rule of law from cases, statutes, and regulations and apply that rule to the facts to predict how a court would decide the case.

We conclude our course with a focus on legal skills. A legal memorandum, or “legal memo,” is a very common tool used by lawyers to educate one another about the law. In a legal memo, you use cases and other legal authority to predict answers to legal questions. You will learn the traditional format for a legal memo in which you will be faced with a set of facts and must apply the law to predict the outcome if the case were to go to court. The type of analysis you learn to do here will be used repeatedly throughout law school and as you are faced with legal issues in your career.

We then turn to the skill of conducting legal research. Depending on your field, you may be asked to help find the answers to a variety of legal questions. We’ll learn how to approach a legal research problem and frame a research strategy. We’ll also talk about ways to use both primary and secondary sources in your research. We’ll then take a look at the different places you can conduct legal research: in law libraries, using online subscription databases, and using free online sources.

COURSE OBJECTIVES

When you complete this course, you will be able to:

• Interpret the U.S. legal system to describe the functions of the three branches of government and the state and federal court systems.
• Identify sources of law from the three branches of government and begin applying that law to new facts.
• Analyze and summarize a judicial opinion and discuss is knowledgeably.

Welcome to our course on contract law, which is also the beginning of the private law series. Private law is the study of rights and duties owed by individuals to each other, as opposed to public law which relates to obligations and duties imposed by the government either through statute or common law. The private law course focuses on three very basic building blocks of this area of law: contracts, torts, and property. Many other courses you take will require a basic understanding of these three legal areas.

Contract law, unlike tort and property law, revolves around private arrangements individuals made with each other by way of promises to perform or to forebear from performing various activities. These rights and obligations are voluntarily entered into, in contrast to torts and real property rights and duties which are imposed by the law outside of specific agreements between individuals. In the contracts module, we will talk about how to form a contract (the various elements required to create valid and enforceable promises through contract law) as well as other ways in which the law enforces promises outside of contract law: notably, estoppel and unjust enrichment law. We will also look at problems that can arise in creating, interpreting, and enforcing contracts. And finally, we take a look at the remedies courts may award for breach of contract.

This course will help you to understand the basics of contract law as applied in the American common law system, with some reference to rules and regulations that can impact the formation and interpretation of contracts. You will learn how contracts are constructed under common law doctrines, as occasionally modified by statute, and will read and analyze cases relating to contract formation and interpretation and other doctrines that may be employed to legally enforce promises and provide remedies.

COURSE OBJECTIVES

When you complete this course, you will be able to:

• Understand how contracts are formed at common law with some comparisons to regulatory schemes that impact contract formation.
• Analyze contracts and apply doctrines like the parol evidence rule, and other interpretative guidance to ascertain the meaning of the terms.
• Identify the factors that may lead to a contract to be terminated and how termination for various reasons impacts the rights of the parties.
• Confidently brief cases in relation to common law contract doctrines.
• Master key terminology relating to contracts, the enforcement and termination of contracts and the basis on which remedies may be granted.

This course explores torts, the field of private wrongs. When a person, or an entity such as a corporation, takes an action that harms another person, their property, or some other interest, that is a tort. In tort, the person harmed may bring a civil lawsuit against the tortfeasor to recover money damages as compensation for the harm they have experienced, sometimes injunctive remedies (a court order to do something or to stop doing something), and sometimes both damages and an injunction.

From wrongful death, to securities fraud, to pollution-based “toxic” torts that might risk an entire community’s health, tort law helps allocate the costs of private harms to the party who society has decided should bear them. Maybe you have already encountered questions related to tort law in your personal and professional life.

In this course, you will study the methods and policies for allocating responsibility and compensating losses when one party harms another party, their property, or other interests under civil (as opposed to criminal) law. The course examines the three main theories of tort liability – intentional, negligent, and strict liability – and surveys key categories of tort claims that MSL students are likely to come across in professional and personal pursuits.

It’s not an exaggeration to say that torts, and tort law, are part of the fabric of our lives. Tort law is a foundational area of U.S. law. and a required course for every first-year law student. It is our second course in the private law series of the online MSL program, and, building on your contracts course, is intended to continue developing your understanding of how the law orders matters between private parties. By the end of this course, you will be able to identify a tort, tease out its elements, evaluate a fact situation and determine whether a tort may have occurred, and recognize the torts that you are most likely to encounter in a professional setting.

COURSE OBJECTIVES

After completing this course, you will be able to:

• Identify the legal and social policy justifications for the law’s recognition of actions in tort, as well as the justifications for limiting tort liability.
• Trace the development of tort law from a primarily negligence-based system to an emerging focus on strict liability torts
• Identify different categories of tort and analyze the elements of common torts.
• Evaluate the extent to which legal decisions about torts may turn on the unique facts and circumstances of each case.
• Recognize types of activities that may give rise to tort liability and identify tools to reduce, or limit, potential tort liability.

This course takes up the concept of Property, a core concept of the U.S. system of government, our economy, and our community structure. You will study what property is and why it is so important to us as individuals and as a society. You will learn what “rights” property owners hold, and how are they acquired and transferred. Finally, you will learn the ways a property owner can exercise those rights, and how those rights are bounded by the law.

People talk about “property rights” a lot, and have a practical sense that property is something of value that they – and usually no one else – can use, loan out, profit from, sell, destroy, give as a gift, etc. But what is property in a legal sense, and why is it so important to us as individuals and as a society? What are “rights” in property, and how are they acquired and transferred? How can someone with a right in property exercise that right, and what are the boundaries of their ability to exercise that right? How does the law define property, and how is the notion of property changing over time? This course sets out to help you explore these questions.

Property law is a fascinating area of the law, with ancient roots and a dynamic future. Plato criticized the notion of private property, Thomas Jefferson felt all citizens should own property, and now, centuries later, we are passionately debating forms of property and issues of property law that neither of them would have dreamed of. In this course we will study how the law of property developed, how it applies now, and what future developments in this area are likely to be.

This course will cover key aspects of the law relating to private real property (that is, property held by private individuals and entities – not by the government) and will introduce you to personal property and intellectual property as well. Property law, like other foundational law courses, is a topic many attorneys return to again and again throughout their careers. Non-attorney professionals will benefit from mastering this topic as well. MSL students who work in fields as diverse as real estate, social justice, property management, banking, facilities, compliance, and contracts – in corporate settings, local government, or the nonprofit sector need to understand property law and apply it in their everyday work – and you will find a basic understanding of property useful in your non-work life as well.


COURSE OBJECTIVES

After you complete this course, you will be able to:

• Identify the three categories of property and differentiate between them.
• Describe how the law applies contract-type concepts to certain property transactions and relationships.
• Identify the types of private agreements that can limit an estate in land.
• Explain how interests in land can be divided by time and, in the present, among multiple concurrent owners.
• Recognize the steps of a typical real estate transaction and identify the role of the key documents and processes at each step.
• Define the constitutional limits on the government's power to limit or "take" rights in property.

You know what the United States Constitution is, but you may not fully understand the Constitution’s many roles in American governance. The Constitution is a contract between the states, an organizational document for the powers of the federal government, a promise to the people, a source of law, an ideological influence, a mascot to some, and much more.

The Constitution of the United States does a few really important things. It creates the structure of our national government. It empowers the Federal government while it limits—to a small extent—the powers of state governments. And it protects certain fundamental personal and political rights.

One of the goals of this class is to help you become a well-informed citizen and prized employee who can think critically and make your own judgments about government, politics, critical issues in the workplace, and legal debates based on a richer understanding of the Constitution and the structure of government it establishes.

This course will explore big-picture views of the United States Constitution while also teaching the basic principles of the system of American government that emerge from the Constitution and the numerous “black letter” laws that are based in the Constitution. The course reaches deep as well as wide: it will delve in detail on specific topics: directions the Constitution gives on the structure of government; grants of governing power; and protections of rights.

And, finally, the course will empower you to understand how open-ended the Constitution is. Why do we have so many debates over basic Constitutional protections, like the right to free speech or privacy? Because our Constitution, familiar as its language is to us, does not provide a lot of detail on how broadly it provisions sweep; that job is left to the judges, legislators, the executive branch of government – and us as citizens.

COURSE OBJECTIVES

After completing this course, you will be able to:

• Describe the structure of American government.
• Explain the structure of the United States Constitution as well as the powers it grants governments and the individual rights it protects.
• Recall “black letter” rules of constitutional law.
• Apply constitutional rules to new situations by “thinking like a lawyer” to identify key issues and assess facts.

Criminal Law

This course addresses the fundamentals of the criminal justice system and the major legal principles of Criminal Law. Criminal Law broadly refers to federal, state, and local laws that make particular behavior illegal and punishable by fines and penalties, including but not limited to the offender’s incarceration. Criminal Law is a form of public law in which the government (federal or state) prosecutes individuals or organizations for their actions or inactions that violate the applicable law.

The course focuses on very specific legal rules and the technicalities of how the criminal justice system works. But it also puts the laws in the broader context of the societal implications of these laws. Students will be challenged to relate the specifics of the law to what is happening in the world today and to consider how criminal law touches people's lives very directly.

This course begins with coverage of the fundamentals of Criminal Law. You will learn the legal meaning and implication of terms you have read in the news or heard in a movie – things like the burden of proof in a criminal case, probable cause, and reasonable doubt. We will also survey the goals and phases of the criminal justice system, and then test out your understanding with a hypothetical, but realistic, crime scenario.

We will then get more specific: what are the elements of a criminal case and the requirements for criminal liability, and how are they established? And what guard rails does the U.S. Constitution provide to try to ensure that the rights of all parties to a criminal proceeding are protected? We then learn about the mental state requirement that is part of a criminal offense and we’ll survey the common defenses an accused person can invoke to against a criminal charge. Finally, we’ll undertake a critical analysis of our criminal justice system, asking ourselves whether in practice it works the way it is intended to do, and we’ll learn about criminal justice and criminal law reforms.

COURSE OBJECTIVES

After completing this course, you will be able to:

• Identify fundamental characteristics of the criminal law and the criminal justice system, as compared to civil law and the civil law system.
• Recognize the different sources and variations of criminal law and core principles of criminal law such as the presumption of innocence, the burden of proof, and the standard of proof.
• Understand the basic steps in the criminal adjudication process and its goals of punishment, including incarceration and capital punishment.
• Analyze the basic requirements for any criminal liability (act, cause, and mental state) and apply them to various criminal offenses.
• Recognize the classifications and kinds of criminal offenses and their specific elements.
• Understand the general defenses to criminal offenses, particularly the requirements for the defense of self-defense.
• Recognize the various U.S. Constitutional provisions that apply to the criminal justice system and which provide individuals with defenses to criminal charges.
• Identify the need for criminal law reform, using the use of police force to illustrate.

This course focuses on the role of statutes and regulations in contemporary American law. Statutes are laws of general applicability that are enacted by a legislative body. Regulations which are rules and other pronouncements issued by administrative agencies, often interpreting the language of statutes. In the U.S., we have federal statutes and state statutes, and this course will emphasize the federal statutes.

As sources of law, statutes and regulations are largely text-based. They thereby differ from the common law (which means cases decided by courts that follow and elaborate on prior court cases). One unusual characteristic of Legislation and Regulation as a course is that it does not examine one particular subject area – say, Contracts, Property, or Torts – but instead helps students develop analytical skills applicable to statutes and regulations across a wide variety of subject areas.

The list of fields heavily governed by statutes and regulations would be a very long one. A mere sampling would include tax, health care, technology, communications, the environment, corporate and other business affairs, transportation, estates and trusts, labor and employment, criminal law, and immigration. Regardless of area of specialization, most lawyers practicing in the United States represent clients whose need for legal services arises from the effects of statutes or regulations, or both. At the same time, the United States retains a common law (judge made law) system, meaning that courts play a prominent role in creating law through their decisions over time. How does the common law relate to statutes? As you will discover in this course, judicial opinions play a significant role in defining the substance and scope of statutes and regulations.

The course will cover five main areas: the legislative process, the structure and typical components of a statute, how courts interpret statutes, the functions of administrative agencies, and judicial review of agency regulations. We first study how bills become law (and how most never do). Next, we survey how statutes are typically arranged and which sections in a statute are the most important ones. We then move on to learn the theories and methods that courts use to interpret statutes when their meaning is in dispute. The course then introduces you to how administrative agencies are created and the many functions they perform. And finally, we look at how courts sometimes limit and sometimes uphold agency authority through judicial review of challenged agency regulations.

Two important themes will inform our studies in this course. We will examine how a regime of statutes and regulations relates to the common law, and how the constitutional principle of separation of powers underlies every decision about the meaning of a statute or the validity of a regulation.

COURSE OBJECTIVES

After completing this course, you will be able to:

• Understand the basic role and function of statutes and regulations in the American legal system.
• Identify the most relevant and crucial facts in the fact pattern.
• Analyze a statute critically, to identify its relevant language, and to interpret that language, identify arguments in favor of and against the application of the statute to a given fact pattern.
• Analyze whether an administrative agency’s issuance of a given regulation is a valid or legal exercise of its authority, identifying arguments in favor of and against the validity of the regulation.
• Gain a rich appreciation of the central role of statutes and regulations in contemporary American law.
• Develop and sharpen your legal analysis skills.

Business and Tax Law is an introductory survey of the law of agency, basic taxation, and business entities (general partnerships, limited partnerships, limited liability partnerships, limited liability companies, and corporations). This course introduces MSL students to the world of business, corporate, and tax law. Students learn the differences between partnerships, corporations, and limited liability companies, as well as their variations. They become familiar with some of the key aspects necessary to start and operate a basic business, as well as far more complex corporate groups and transactions. Along the way, students acquire a working knowledge of agency law, which can be used in a wide variety of extra-corporate contexts, as well as some fundamentals about finance and property.

Commercial and Tech Law combines key aspects of commercial law – the law governing business transactions and operations – with a survey of the law of intellectual property and emerging technologies. The course breaks down the
“hot topics” and focuses them specifically for MSL students. The commercial law portion of the course includes exercises in contract drafting, and includes an introduction to employment law and trade regulation (including consumer protection law, consumer financial law, and antitrust law). The technology law part of the course surveys the law of intellectual property (copyright law, the right to identity, trademark law, trade secrets, and patent law) and considers the rapidly developing law intended to harness and incentivize emerging computer-based technologies (privacy and data protection law, cybersecurity, artificial intelligence, and block chain).

This course will provide an introduction to corporate compliance programs for U.S. and foreign lawyers, as well non-lawyers. Learn the basics of a compliance program to build a strong foundation to approach corporate compliance.

Topics covered in this course will include:

• Importance of a compliance program
• Importance of ethics, organizational culture (vision and values), and a code of conduct
• Understanding the key issues of an organization’s compliance policies and procedures
• Understanding which policies and procedures should be covered in a compliance program
• Incorporating compliance and ethics standards in contractual arrangements

This course introduces students to creating an ethics and compliance program.

Topics covered will include:

• Framework: U.S. Department of Justice Sentencing Guidelines and Guidance on corporate compliance programs
• How to create an effective ethics and compliance program
• Conducting a risk assessment to determine the greatest risk facing an organization, including understanding its path to market (agents, distributors, licensees, and other intermediaries)
• Creating a culture of integrity
• Effective drafting of compliance policies and procedures
• Effective drafting of a code of conduct
• Drafting a gifts and entertainment policy
• Integrating the ethics and compliance program into the organization

This course introduces students to designing and measuring effective audit compliance programs. This will be based on the Department of Justice Sentencing Guidelines.

Topics covered will include:

• Administering an effective compliance program, such that the goals and objectives are achieved
• Defining the authority and role of ethics and compliance professionals, including reporting lines and access to an organization’s board of directors or audit committee
• Creating an annual ethics and compliance work plan
• Ensuring that the organization has processes in place to assess key areas of risk, including intermediary review and assessment
• Compliance lines and other telephone or online reporting mechanisms
• Communication, education and training of a compliance risk program
• Monitoring for organizational misconducts
• Monitoring ethics and compliance related activities and risks
• Conducting a risk-based assessment of the compliance program

This course introduces students to conducting investigations and risk assessments and teaches them how to conduct an internal investigation.

Topics covered will include:

• Representing the company, not the interviewee
• Purpose of the interview
• Legal and ethical considerations of internal investigations in foreign jurisdictions, i.e., preserving attorney client privilege where it exists
• Responding to governmental inquiries and investigations and voluntary disclosures to regulatory agencies
• EU Dawn Raids and other unannounced governmental investigations
• Conducting periodic risk assessments
• Use and development of risk assessment methodology

This seminar study allows students to take an in-depth look at special topics in corporate compliance.

This includes topics such as:

• Securities Compliance, including SEC Disclosures
• Antitrust Compliance
• Foreign Corrupt Practices Act
• UK Antibribery Act
• Joint Ventures
• Enterprise Risk Management
• Financial Compliance
• International Trade and Export Compliance
• Pharmaceutical and Medical Device Compliance

Course Description
Good compliance decision-making depends on a clear understanding of the legal framework that regulates the health care industry. This course will explore aspects of tort, contract, corporate, and administrative law against a backdrop of the business of health care and compliance needs. For example, students will learn fundamental tort concepts while discussing malpractice issues and will learn basic concepts of corporate law while examining shifting alliances in the health care market. Students will also gain an understanding of administrative law by examining the authority of federal regulators and their influence on how health care is delivered.

Course Objectives
Upon completion of this course, the student will be able to:

• Articulate in general terms the nature and purpose of regulatory compliance activities in the health care system and the reasons for the growth of the compliance industry
• Recognize or explain basic concepts of tort, contract, corporate, and administrative law
• Identify and describe how basic concepts of tort, contract, corporate, and administrative law are implicated in the operation of the health care system
• Apply basic concepts of tort, contract, corporate, and administrative law to scenarios arising in the health care system
• Discover and identify key aspects of the federal regulatory structure relating to health care, the primary actors in that structure, and current developments in federal regulation relating to health care
• At a basic level, analyze actual examples of compliance failure and evaluate which aspects of the legal system were involved
• Present cogently your analysis of how the multiple areas of law studied may come into play in health care compliance

Course Description
This course will address the importance of corporate compliance for health care organizations and provide an overview of the legal landscape regarding health care compliance. As one of the most highly regulated industries in the United States, health care entities are required to comply with numerous statutes and regulations at the federal and state level. These laws are increasingly complex, thereby exposing health care entities to liability for non-compliance. Thus, individuals involved in the administration and delivery of health care must be well-versed in the laws and regulations that govern health care compliance, as well as the strategies health care entities employ to address these compliance concerns. Moreover, they must be prepared for internal and external audits, investigations and disclosures.

Through lecture and class discussion, students will explore specific issues facing the healthcare industry, including fraud and abuse concerns (Anti-Kickback Statute, Stark Law, False Claims Act, and Civil Monetary Penalties); conflicts of interest and governance; privacy, data, and security. Students will also gain an understanding of key federal healthcare programs; the evolution of compliance programs; the seven elements of effective compliance programs; significant compliance risk areas for various health care entities; corporate integrity agreements (CIAs) and certificate of compliance agreements (CCAs); internal and external audits and investigations, including working with legal counsel; and self-disclosure protocols.

Course Objectives
Upon completion of this course, the student should be able to:

• Describe the role of regulation in the health care industry and the importance of compliance to health care entities
• Discuss the laws and regulations applicable to health care entities regarding health care compliance
• Identify the elements necessary for an effective compliance plan
• Identify and analyze the risk areas specific to different health care entities
• Apply current compliance laws and regulations in various health care settings

Course Description
This course focuses on the fundamentals required to develop and maintain an effective compliance program. Students will study the seven elements of a successful compliance program in practical detail and will learn best practices for compliance programs. Specifically, this will include learning how best to design and implement compliance oversight and committees, practicing policy drafting, and exploring the most effective ways to educate and train on compliance. This will also include developing an excellent understanding of audit, investigation, and corrective action skills and strategies.

Course Objectives
Upon completion of this course, the student will be able to:

• Explain program implementation as well as administrative, technical, and physical safeguards
• Describe the seven elements of an effective compliance program and identify best practices for each of the seven elements
• Develop strategies for identifying key compliance risks
• Articulate the importance of adequate resource requirements and authority requirements for effective compliance programs
• Determine methods for ongoing assessments of effectiveness
• Identify key benchmarking tools for use in program evaluation and improvement

Course Description
Health care organizations can face a broad array of ethical issues and often the chief compliance officer is called on to publicize and monitor the organization’s code of ethics, vision, and values, as well as oversee the training of employees. In health care compliance, ethical issues can be especially challenging. Health care organizations are also businesses and the tension between business decisions and health decisions creates many of the topics we will discuss in this ethics course. This course will cover organizational ethics, mission and values, professional judgment, core values and managing conflict, and health care ethics and business decisions.

Course Objectives
Upon completion of this course, the student should be able to:

• Apply management principles to ensure an effective compliance program
• Determine the character and virtues required for ethical management practices
• Apply personal and business ethics in compliance (including corporate responsibility)
• Recognize the importance of a strong sense of self and provide education on values and ethics for the organization

Course Description

Students will take three subject matter seminars. In addition, each student will work individually with their professor to complete a capstone paper in their area of professional interest. The number of seminars offered will vary based on enrollment and may include:

• Hospitals and Providers
• Advanced Hospitals and Providers
• Privacy
• Advanced Privacy
• Health Care Quality
• Risk Assessments
• Compliance in Research
• Life Sciences
• Compliance for Insurers

View the specifics of the seminars here.

This course will begin by explaining primary sources of law and exploring the judicial process, which will include an overview of state and federal court systems, state and federal administrative agencies, jurisdiction, class actions, the civil litigation process, and alternative dispute resolution. It will next look at job classification: whether a worker is an employee, an independent contractor or a student intern. Next this course will review job selection and hiring issues, such as resume fraud, background checks, questions considered inappropriate to job seekers, employee contracts, noncompetition and arbitration agreements, protecting trade secrets, job references, and vicarious liability. Finally, this course will cover selected legal disputes surrounding job termination: claims of wrongful discharge and violation of whistleblower laws.

Course Learning Outcomes
Upon completion of this course, the student will be able to:

• Describe the importance of law to human resources
• Differentiate constitutional law, statutory law, administrative law, and case law
• Describe the elements of the basic court system structure, identify the typical steps in the civil trial process, and describe dispute resolution alternatives to trials
• Identify potential legal challenges an employer faces in the hiring process and the different types of contracts that an employer and an employee can enter into at the time of hiring
• Identify the different types of contracts that an employer and an employee can enter into at the time of firing
• Identify potential legal challenges an employer faces following employee termination and analyze whether a dismissed at-will employee may bring a claim of wrongful discharge

This course will begin with an examination of issues presented by the Fair Labor Standards Act: minimum wage, overtime, off-the-clock work, and child labor. It will next look at human resource record keeping functions such as personnel file maintenance, medical file maintenance, performance evaluations and disciplinary actions. Finally, this course will cover selected employee benefits and income maintenance issues, such as health insurance, pensions, disability benefits, unemployment compensation, family and medical leave, and plant closing/mass layoff notification.

Course Learning Outcomes
Upon completion of this course, the student will be able to:

• Explain federal legislation such as Fair Labor Standards Act (FLSA), Worker Adjustment and Retraining Notification Act (WARN), Health Insurance Portability and Accountability Act (HIPAA), and Consolidated Omnibus Budget Reconciliation Act (COBRA) that relate to the management of human resources
• Analyze guidelines of the Fair Labor Standards Act including minimum wage, overtime, and off-the-clock work for non-exempt employees
• Apply legal requirements and best practices in recordkeeping for personnel files
• Examine common employee benefits such as health insurance and retirement

This course will begin with an overview of labor law and health and safety at work, including employer obligations under the federal National Labor Relations Act, Occupational Safety and Health Act, and state workers compensation laws. This course will explore selected labor-management relations issues, including situations where employees (union and non-union) engage in concerted activity for their mutual aid and protection. It will also cover employee privacy issues, such as workplace appearance and hygiene, drug testing, “love contracts,” privacy in “off the job” conduct, employee monitoring, social media, and politics in the workplace.

Course Learning Outcomes
Upon completion of this course, the student will be able to:

• Explain basic labor-management relations issues and identify basic unfair labor practices
• Understand the employer’s basic obligations under the Occupational Safety and Health Act
• Identify issues posed for employers when employees are injured on the job or cannot work due to disability
• Evaluate employee privacy issues for a variety of behaviors both “on the job” and “off the job”
• Understand how the computer can be a useful HR tool and also a source of problems in the workplace

This course will cover federal, state and local anti-discrimination laws and will begin with identification of protected classes, including race, color, sex, religion, national origin, age, and disability. It will next look at employment discrimination enforcement mechanisms, legal defenses, and legal remedies. Finally, it will look at “types” of discrimination, including disparate treatment, disparate impact, harassment, and retaliation claims.

Course Learning Outcomes
Upon completion of this course, the student will be able to:

• Analyze the coverage of numerous anti-discrimination laws and identify protected classifications from discrimination, including those that may trigger reasonable accommodation obligations
• Understand the various legal theories of discrimination, including disparate treatment, disparate impact, harassment, and equal pay for equal work
• Apply anti-discrimination laws to every aspect of the employment relationship, from recruiting to separation from employment (and beyond)
• Analyze the impact of anti-discrimination laws on various workplace policies, such as policies covering background checks, drug and alcohol testing, language fluency, leaves of absence, performance and salary reviews, and attendance
• Engage in the interactive process for providing reasonable accommodations
• Analyze the legal process for discrimination claims before administrative agencies and/or the courts

This is the capstone course for the HR Law certificate. Students will select two different two-week subject matter seminars in order to customize their studies, take quizzes covering the seminar materials, and prepare a paper and a presentation that demonstrates an understanding of the substantive content of a selected topic in human resources law. Students will also present a short video presentation which encapsulates the paper. The grades for work in the two-week seminars will each constitute 25% of the student’s grade for the course. The grade on the capstone project, which includes the timely meeting of certain markers at designated points in the course, will constitute 50% of the student’s grade for the course.

Course Learning Outcomes
Upon completion of this course, the student will be able to:

• Identify and fully explain the laws, issues and solution surrounding a selected human resources law challenge.
• Organize your initial project topic work into an outline
• Prepare a professional paper that is well written and well supported and which addresses a specific human resources law topic
• Synthesize research on a legal topic in the field of human resources
• Differentiate between universal human resources challenges and environment/organization-specific challenges
• Conduct independent research on human resources topics
• Compose and present a concise oral summary of a written research project and thesis via video recording

This course introduces U.S. and international business law to the non-lawyer or foreign law graduate. It will provide the baseline knowledge necessary to understand how the U.S. legal system works and how cross-border transactions can be approached.

Students will learn through textbooks, articles, and original-source readings, lecture and outside videos, weekly writing assignments or quizzes, and online discussions with their classmates.

Course Learning Outcomes
Upon successful completion of this course, the student will be able to:

• Identify the major sources of U.S. law and which branch of government is responsible for them
• Identify the major sources of international commercial (business) law
• Understand the differences between the U.S./Anglo-Saxon common law system and the civil law system
• Identify the major areas of law, substantive and procedural, that apply to cross-border business transactions
• Be able to summarize (brief) U.S. cases

Course Topics

• U.S. sources of law and judicial review—constitutional, statutory, and administrative, and the central concept of separation of powers, including the role of the court system
• U.S. Federalism and State Authority—the division of responsibility among the central government, state governments, and local governments
• The Common Law tradition and the Civil Law system in use in most of the non-English-speaking world, including comparative concepts
• The origins and sources of commercial law, including the U.S. Uniform Commercial Code, non-U.S. national laws, and the development of the U.N. Convention on the International Sale of Goods
• Overview of documenting cross-border transactions and how they differ from domestic ones
• The use of third parties—agents, representatives, distributors, and other intermediaries—in cross-border transactions and the ethical and compliance risks associated with them
• Key specialty areas in cross-border transactions—intellectual property, tax, trade compliance, risk management, and insurance
• The origins of cross-border commercial disputes and potential forums in which they can be resolved

This course will introduce the student to commercial transactions that cross borders. Students will consider the impacts of choices of law and choices of forum on the transaction, with a focus on how the parties allocate risk.

Students will learn through textbook, articles, and original-source readings, lecture and outside videos, weekly writing assignments or quizzes, and online discussions with their classmates.

Course Learning Outcomes
Upon successful completion of this course, the student will be able to:

• Determine if a contract for the cross-border sale of goods has been formed and its applicable terms
• Identify and critique elements of particular importance to international purchase and sale contracts and their role in risk allocation
• Analyze risks arising under various structures of international sales and purchases and how to best manage those risks by allocating them between the parties
• Deconstruct the specific process to sell goods to a foreign customer, comparing alternatives to manage risks, including securing payment
• Understand the basic anatomy of a commercial transaction involving the sale and purchase of a business, including formation of joint ventures
• Consider regional and cultural differences in cross-border transactions, including when dealing with international partners
• Assess practical elements of cross-border transactions, including the impact of world politics on the commercial playing field and evaluate varying levels of risks associated with those elements

Course Topics

• How new cross-border transactions are planned and implemented, including contract formation under U.S. and national rules and the U.N. Convention on Contracts for the International Sale of Goods
• Growing cross-border commercial relationships and risk allocation between parties
• Evaluating long-term supply relationships, including payment and other risk allocation, as well as antitrust/competition law implications
• Risks of getting cross-border agreements enforced, including choices of law, forum, and jurisdiction
• Joint venture structures to accomplish cross-border growth—rewards and risks
• Mergers and acquisitions—moving from idea to closing to implementation, including understanding required governmental reviews and approvals
• Regional and cultural differences in cross-border transactions, including the roles of competing stakeholders, corporate culture, local laws, and international standards
• Real-world impacts on cross-border transactions, including politics, trade wars, and external forces that might give rise to force majeure

This course will introduce the key specialty areas that are involved in a cross-border transaction. Students will learn how taxes, intellectual property, trade compliance, risk management and mitigation strategies, and insurance coverage are used by businesses to allocate and minimize risks in such transactions.

Students will learn through textbooks, articles, and original-source readings, lecture and outside videos, weekly writing assignments or quizzes, and online discussions with their classmates.

Course Learning Outcomes
Upon successful completion of this course, the student will be able to:

• Identify the major types of intellectual property, including patents, trademarks, copyrights, and trade secrets
  • Understand when each type is used
  • Understand the cross-border licensing of intellectual property
• Have a high-level understanding of corporate taxation and how companies utilize tax planning to minimize their short-term and long-term cash tax obligations
• Distinguish between legal tax optimization, tax planning, and tax minimization, as well as illegal tax evasion
• Understand the role of trade compliance, including import and export regulations, on the cross-border sale of goods and services and on cross-border intellectual property licensing
• Gain a high-level understanding of the different types of insurance coverage available in the cross-border transaction context and how each applies and can be used
• Understand how risk management processes and systems can assist businesses in identifying and allocating risk between the parties

Course Topics

• Intellectual property: patents, trademarks, copyrights, and trade secrets
• Developing, protecting and defending intellectual property, including technology clearances, licensing, and IP litigation
• Basics of corporate taxation, including double taxation, and the U.S. and international sourcing of revenues
• Tax planning to minimize corporate taxation
• Trade regulation and trade compliance—how imports and exports work and how businesses must comply with both ordinary trade regulations and with boycotts and sanctions
• Risk management and risk mitigation processes and systems as a key tool in a business’s evaluation of selling outside its borders and to thoughtfully allocate risks between the parties
• Insurance coverage as a further way to protect a business against risk and allocate risks between the parties

This course will introduce the resolution of disputes in cross-border transactions. Students will learn the basics of how disputes arise, how to avoid or resolve them, and how to litigate them when cases are filed.

Students will learn through textbooks, articles, and original-source readings, lecture and outside videos, weekly writing assignments or quizzes, and online discussions with their classmates.

Course Learning Outcomes
Upon successful completion of this course, the student will be able to:

• Identify how cross-border disputes may be resolved in U.S. or other national courts
• Understand the procedures for commencing, pursuing, and resolving a case, including the service of process, evidence-taking, and the enforcement of judgments
• Use contractual choice of forum and choice of law clauses to mitigate risk
• Understand how arbitrations arise and are conducted, including the taking of evidence, hearings, and awards, including enforcement of them
• Appreciate how litigation and alternative dispute resolution can assist a business in mitigating political risks

Course Topics

• U.S. and other national court proceedings to resolve disputes between parties in different countries, including subject-matter and personal jurisdiction of national courts
• The use of national courts to resolve cross-border disputes—the applicable law and choosing advisors
• Choosing a forum—how to serve process on the other side, evidence taking, and enforcing a judgment
• Litigation vs. alternative dispute resolution—when does one or the other make more sense?
• Initiating an arbitration on a dispute—how negotiations, escalation, and mediation work
• The arbitration process—evidence, hearings, and awards
• Enforcing arbitral awards
• Mitigating political risk through investment arbitration

This course will put together what students have been introduced to in the first four courses using an investment or other cross-border transaction as a case study. Students will be exposed to the strategies that are used in executing transactions and help conduct a post-mortem of the transaction.

Students will learn through textbooks, articles, and original-source readings, lecture and outside videos, and online discussions with their classmates. There will be a substantial (10-page) written paper on the case study.

Course Learning Outcomes
Upon successful completion of this course, the student will be able to:

• Identify how cross-border transactions are documented and how—despite the best efforts of the parties to anticipate and address areas of potential disagreement—disputes may still arise
• Appreciate the difficulty of foreseeing all possible areas where contractual counterparties may disagree
• Understand the role of cross-border dispute resolution in narrowing and focusing parties on key areas of disagreement
• Analyze and critique an arbitral award
• Consider “what ifs”—how the results may have differed if key facts, locations, and dispute resolution choices changed

Course Topics

• Review and analyze a cross-border transaction that resulted in a reported dispute
• Risk mitigation strategies and steps employed by each company to the transaction
• Review the key factors that led to the dispute and how it escalated
• Consider how advisors to each side influenced the positions taken in the dispute
• Arbitration and award—who won, and why?
• Post-mortem of the transaction, the arbitration, and reflection on the outcome—how could this have come out differently?